As filed with the SEC on April 15, 1999
Registration No. 33-24400
SECURITIES AND EXCHANGE COMMISSION
Washington, D. C. 20549
FORM N-4
REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933
Pre-Effective Amendment No. [ ]
Post-Effective Amendment No. 17 [x]
REGISTRATION STATEMENT UNDER THE INVESTMENT
COMPANY ACT OF 1940
Amendment No. 24 [x]
FIDELITY INVESTMENTS VARIABLE ANNUITY ACCOUNT I
(Exact name of registrant)
FIDELITY INVESTMENTS LIFE INSURANCE COMPANY
(Name of depositor)
82 Devonshire Street
Boston, Massachusetts 02109
(Address of depositor's principal executive offices)
Depositor's telephone number: (800) 544-8888
_________________________________________________
RODNEY R. ROHDA
Chairman
Fidelity Investments Life Insurance Company
82 Devonshire Street
Boston, Massachusetts 02109
(Name and address of agent for service)
___________________________________________________________
Individual Variable Annuity Contracts -- The Registrant has registered
an indefinite amount of securities pursuant to Rule 24f-2 of the
Investment Company Act of 1940. The Rule 24f-2 Notice for the fiscal
year ending December 31, 1998, was filed on March 30, 1999.
It is proposed that this filing will become effective (check
appropriate space):
immediately upon filing pursuant to paragraph (b) of rule 485
X on April 30, 1999, pursuant to paragraph (b) (1) (iii) of rule
485
60 days after filing pursuant to paragraph (a) (1) of rule 485
on , pursuant to paragraph (a) (1) of rule 485
75 days after filing pursuant to paragraph (a) (2) of rule 485
on , pursuant to paragraph (a) (2) of rule 485
Page _ of _
Exhibit Index Appears on Page __
CROSS REFERENCE TO ITEMS REQUIRED BY FORM N-4
Part A
Item N-4 Item Heading in Prospectus
Item 1. Cover Page Cover Page
Item 2. Definitions Glossary
Item 3. Synopsis or Highlights Summary of the Contract
Item 4. Condensed Financial Information Accumulation Unit Values
Item 5. General Description of Facts About Fidelity
Registrant, Depositor, and Investments Life, The
Portfolio Companies Variable Account, and
the Funds
a) Depositor Fidelity Investments
Life
b) Registrant The Variable Account;
The Fixed Account
c) Portfolio Company The Funds
d) Prospectus The Funds
e) Voting Voting Rights
f) Administrator Charges
Item 6. Deductions and Expenses Charges
a) Deductions Charges; Premium Taxes
b) Sales load Withdrawal Charge
c) Special purchase plans Special Provisions
Applicable to Sales
under Sponsored
Arrangements; Automatic
Deduction Plan; Dollar
Cost Averaging
d) Commissions Selling the Contracts
e) Portfolio company deductions
and expenses Charges
f) Registrant's expenses Charges
Item 7. General Description of Variable
Annuity Contracts
a) Rights Summary of the Contract;
Investment Allocation of
Your Purchase Payments;
Withdrawals; Death
Benefit; Selection of
Annuity Income Options;
Reports to Owners;
Voting Rights; Other
Contract Provisions
b) Provisions and limitations Investment Allocation of
Your Purchase Payments
c) Changes in contracts or Changes in Investment
operations Options
d) Contract owner inquiries Cover Page
Item 8. Annuity Period
a) Level of benefits Fixed, Variable or
Combination Annuity
Income Options; Types of
Annuity Income Options
b) Annuity commencement date Annuity Date
c) Annuity payments Types of Annuity Income
Options
d) Assumed investment return Fixed, Variable or
Combination Annuity
Income Options
e) Minimums Types of Annuity Income
Options
f) Rights to change options or Investment Allocation of
transfer contract value Your Purchase Payments
Item 9. Death Benefit
a) Death benefit calculation Death Benefit
b) Forms of benefits Death Benefit; Types of
Annuity Income Options
Item 10. Purchases and Contract Values
a) Procedures for purchases Purchase of a Contract
b) Accumulation unit value Accumulation Units
c) Calculation of accumulation Accumulation Units
unit value
d) Principal underwriter Selling the Contracts
Item 11. Redemptions
a) Redemption procedures Withdrawals
b) Texas Optional Retirement Not Applicable
Program
c) Delay Postponement of
Payment
d) Lapse Not Applicable
e) Revocation rights Free Look Privilege
Item 12. Taxes
a) Tax Consequences Tax Considerations; Contract
Values and Proceeds; Required
Distributions Upon Death
b) Qualified plans Purchase of A Contract;
Tax Considerations
c) Impact of taxes Tax Considerations
Item 13. Legal Proceedings Litigation
Item 14. Table of Contents for Table of Contents for
Statement of Additional Statement of Additional
Information Information
Part B Heading in Statement of
Form N-4 Item Additional Information
Item 15. Cover Page Cover Page
Item 16. Table of Contents Table of Contents
Item 17. General Information and
History
a) Name change Fidelity Investments Life
(Prospectus)
b) Attribution of Assets Not Applicable
c) Control of Depositor Fidelity Investments Life
(Prospectus)
Item 18. Services
a) Fees, expenses and costs Charges (Prospectus)
b) Management - related Not Applicable
c) Custodian and independent Independent Accountants
public accountant
d) Other custodianship Safekeeping of Account
Assets
e) Administrative servicing Fidelity Investments Life
agent (Prospectus); The Variable
Account (Prospectus)
f) Depositor as principal Not Applicable
underwriter
Item 19. Purchase of Securities Being
Offered
a) Manner of Offering Distribution of the
Contracts; Selling
the Contracts (Prospectus)
b) Sales load Withdrawal Charge
(Prospectus)
Item 20. Underwriters
a) Depositor or affiliate as Selling the Contracts
principal underwriter (Prospectus)
b) Continuous offering Distribution of Contracts
c) Underwriting commissions Not Applicable
d) Payments to underwriter Not Applicable
Item 21. Calculation of Performance Data Performance
Item 22. Annuity Payments Fixed Annuity Income
Payments; Variable
Annuity Income Payments;
Unavailability of
Annuity Income Payments
in Certain Circumstances
Item 23. Financial Statements
a) Registrant Financial Statements
b) Depositor Financial Statements
PROSPECTUS
FIDELITY RETIREMENT RESERVES
INTRODUCTION
This prospectus describes a variable annuity contract (the "Contract")
offered by Fidelity Investments Life Insurance Company ("Fidelity
Investments Life," "we," or "us"), the life insurance company that is
part of the group of financial service companies known as Fidelity
Investments. The Contract is designed for individual investors who
desire to accumulate capital on a tax-deferred basis for retirement or
other long-term purposes.
You may purchase the Contract (1) on a non-qualified basis or (2) on a
qualified basis as an individual retirement annuity ("IRA") under
Section 408(b) of the Internal Revenue Code of 1986, as amended. You
may choose to receive amounts in a single payment or as a series of
annuity payments, including payments guaranteed for your lifetime.
INVESTMENT OPTIONS
You may direct your money to one or more of the twenty-eight
Subaccounts of Fidelity Investments Variable Annuity Account I (the
"Variable Account"). You may also direct part or all of your money to
a fixed-rate investment option funded through our general account (the
"Fixed Account").
The variable Subaccounts invest in the mutual fund portfolios of
Variable Insurance Products Fund, Variable Insurance Products Fund II,
and Variable Insurance Products Fund III (the "Fidelity Funds").
FIDELITY MANAGEMENT & RESEARCH COMPANY ("FMR") manages each of the
Fidelity Funds.
The variable Subaccounts also invest in the portfolios of other mutual
funds managed by MORGAN STANLEY DEAN WITTER INVESTMENT MANAGEMENT INC.
("MSDW INVESTMENT MANAGEMENT"), PILGRIM BAXTER & ASSOCIATES, LTD. or
PILGRIM BAXTER VALUE INVESTORS, INC. ("PBHG"), STRONG CAPITAL
MANAGEMENT, INC. ("STRONG"), and WARBURG PINCUS ASSET MANAGEMENT, INC.
("WARBURG PINCUS") ("Other Funds").
All mutual fund portfolios available in this prospectus are
collectively known as the "Funds."
We may add additional Subaccounts and portfolios in the future. We
credit interest on amounts allocated to the Fixed Account at specified
interest rates that vary from time to time.
LEGAL INFORMATION
This prospectus provides information that a prospective investor
should know before investing. We have filed additional information
about the Contract and the Variable Account with the U.S.
Securities and Exchange Commission in a Statement of Additional
Information dated April 30, 1999. The Statement of Additional
Information is incorporated by reference in this prospectus and is
available without charge by calling Fidelity Investments Life at
1- 800-544-2442 or by accessing the SEC I nternet website
at (http://www.sec.gov). The table of contents of the Statement of
Additional Information appears on page 56.
NEITHER THE U.S. SECURITIES AND EXCHANGE COMMISSION NOR ANY STATE
SECURITIES COMMISSION HAS APPROVED OR DISAPPROVED THESE SECURITIES OR
DETERMINED IF THIS PROSPECTUS IS ACCURATE OR COMPLETE. ANY
REPRESENTATION TO THE CONTRARY IS A CRIMINAL OFFENSE.
PLEASE READ THIS PROSPECTUS AND KEEP IT FOR FUTURE REFERENCE. IT IS
NOT VALID UNLESS ACCOMPANIED BY EITHER THE CURRENT PROSPECTUS FOR THE
MONEY MARKET INVESTMENT OPTION OR THE PROSPECTUSES FOR ALL THE
INVESTMENT OPTIONS AVAILABLE IN THE CONTRACT.
THE CONTRACT IS NOT AVAILABLE IN ALL STATES. THIS PROSPECTUS DOES NOT
CONSTITUTE AN OFFERING IN ANY JURISDICTION IN WHICH SUCH OFFERING MAY
NOT BE LAWFULLY MADE. NO PERSON IS AUTHORIZED TO MAKE ANY
REPRESENTATIONS IN CONNECTION WITH THIS OFFERING OTHER THAN THOSE
CONTAINED IN THIS PROSPECTUS.
FOR FURTHER INFORMATION CALL FIDELITY INVESTMENTS:
Nationally 1- 800-544-2442
Date: April 30, 1999
PROSPECTUS CONTENTS
GLOSSARY vi
Summary of the Contract 1
FACTS ABOUT FILI, THE
VARIABLE ACCOUNT AND THE FUNDS
Fidelity Investments Life 11
The Variable Account 11
The Funds 12
FACTS ABOUT THE CONTRACT
Purchase of a Contract 29
Free Look Privilege 30
Investment Allocation of Your 31
Purchase Payments
Accumulation Units 33
Withdrawals 34
Signature Guarantee 35
Charges 35
Death Benefit 39
Required Distributions Upon 39
Death
Annuity Date 40
Selection of Annuity Income 40
Options
Fixed, Variable, or 41
Combination Annuity Income
Options
Types of Annuity Income 42
Options
Reports to Owners 43
THE FIXED ACCOUNT
The Fixed Account 44
MORE ABOUT THE CONTRACT
Tax Considerations 45
Other Contract Provisions 48
Selling the Contracts 49
Automatic Deduction Plan 50
Special Provisions For 50
Sponsored Arrangements
Dollar Cost Averaging 51
Automatic Rebalancing 51
Postponement of Payment 51
MORE ABOUT THE VARIABLE
ACCOUNT AND THE FUNDS
Changes in Investment Options 52
Total Return for a Subaccount 52
Voting Rights 53
Resolving Material Conflicts 53
Performance 54
Litigation 54
Appendix A: Accumulation Units 55
Table of Contents of the 63
Statement of Additional
Information
GLOSSARY
ACCUMULATION UNIT - A unit of measure used prior to the Annuity Date
to calculate the value of your Contract in the Subaccounts.
ANNUITANT - The person designated by the Contract Owner, upon whose
life annuity payments are based.
ANNUITY CONTRACT OR CONTRACT - A Contract designed to provide an
Annuitant with an income, which may be a lifetime income, beginning on
the Annuity Date.
ANNUITY DATE - The date when annuity payments begin.
ANNUITY UNIT - A unit of measure used after the Annuity Date to
calculate the amount of variable annuity payments.
BENEFICIARY OR BENEFICIARIES- The person or persons who receive the
proceeds in the event of the death of all the Owners or the Annuitant.
CASH SURRENDER VALUE - The amount payable to you upon surrender of the
Contract prior to the Annuity Date during the Annuitant's lifetime,
before the deduction of any taxes.
CODE - The Internal Revenue Code of 1986, as amended.
CONTRACT ANNIVERSARY - The same day and month as the Contract Date in
each later year.
CONTRACT DATE - The date your Contract becomes effective. It will be
stated in your Contract.
CONTRACT OWNER(S) OR YOU - The person or persons who have the
ownership rights and privileges of the Contract. Two people may
purchase a Contract only if they are spouses.
CONTRACT VALUE - The total amount attributable to your Contract at any
time prior to the Annuity Date, representing amounts in the
Subaccounts and the Fixed Account.
CONTRACT YEAR - A year that starts on the Contract Date or on a
Contract Anniversary.
DEATH BENEFIT - Amount payable to the Beneficiary or Beneficiaries
upon the death of the Annuitant before the Annuity Date.
FIXED ACCOUNT - A fixed-rate investment option funded through Fidelity
Investments Life's general account. Fidelity Investments Life credits
interest to the amount allocated to the Fixed Account at a rate
declared periodically in advance. The Fixed Account may also be
referred to as the "Guaranteed Account."
INVESTMENT OPTIONS - The Subaccounts.
IRA - Refers generally to both an individual retirement account and an
individual retirement annuity as defined in Sections 408(a) and (b),
respectively, of the Code. When used to refer to a Qualified Contract
described herein, it means a Contract that qualifies as an individual
retirement annuity as defined in Section 408(b) of the Code.
NON-QUALIFIED CONTRACT - A Contract other than a Qualified Contract.
QUALIFIED CONTRACT - A Contract that qualifies as an individual
retirement annuity under Section 408(b) of the Code.
SUBACCOUNT - A division of the Variable Account, the assets of which
are invested in the shares of the corresponding portfolio of the Funds
available in this prospectus.
TOTAL RETURN - An index used to measure the investment performance of
a Subaccount from one Valuation Period to the next.
VALUATION PERIOD - The period of time from one determination of
Accumulation Unit Values and Annuity Unit Values to the next
determination of such values. Such determinations are made as of the
close of business (normally 4:00 p.m. Eastern Time) each day the New
York Stock Exchange is open for trading.
VARIABLE ACCOUNT - Fidelity Investments Variable Annuity Account I.
THIS PAGE INTENTIONALLY LEFT BLANK
SUMMARY OF THE CONTRACT
PURPOSE
(small solid bullet) This variable annuity contract allows you, the
Owner(s), to accumulate funds on a tax-deferred basis by investing in
one or more variable Subaccounts.
(small solid bullet) The Contract also permits the Annuitant to
receive annuity income payments commencing on the Annuity Date, a date
the Owner selects. The Owner designates the Annuitant, the person upon
whose life annuity payment s are based. The Annuitant may be an
Owner or someone else.
(small solid bullet) There is no assurance that values invested in the
Subaccounts will increase. As the Contract Owner(s), you bear the
investment risk with respect to those values.
(small solid bullet) The Contract also allows you to allocate funds to
a fixed-rate investment option funded through our general account (the
"Fixed Account"). The Fixed Account may also be referred to as the
"Guaranteed Account." We guarantee that amounts allocated to the Fixed
Account will earn interest at declared rates.
(small solid bullet) We designed the Contract to provide income for
retirement or to meet other long-term goals. You may purchase the
Contract as follows:
(1) on a NON-QUALIFIED basis;
(2) on a qualified basis as an individual retirement annuity ("IRA")
under Section 408(b) of the Code in connection with the "rollover" of
contributions from other qualified plans, tax sheltered
annuities , or IRAs; or
(3) by exchanging Fidelity Variable Annuity (another annuity contract
issued by Fidelity Investments Life).
NON-QUALIFIED CONTRACT
We require an initial minimum of $2,500 to purchase a Non-qualified
Contract. You may also make additions to a Non-qualified Contract
before annuity payments begin (the "Annuity Date"). Each addition must
be at least $250 and the Annuitant must still be living. We may reduce
these minimums for individuals under certain sponsored arrangements or
for automatic deduction plans.
QUALIFIED CONTRACT
We require an initial minimum of $10,000 to purchase a Qualified
Contract. You may make additions to a Qualified Contract as long as
each addition is at least $2,500. Some Contracts may have lower
minimums.
INVESTMENT OPTIONS
Your may direct your money to the Subaccounts of the Variable Account
and/or to the Fixed Account. MONEY ALLOCATED TO THE VARIABLE ACCOUNT
WILL BE INVESTED IN THE MONEY MARKET SUBACCOUNT UNTIL THE END OF THE
"FREE LOOK" PERIOD, WHICH IS GENERALLY FIFTEEN DAYS AFTER WE MAIL THE
CONTRACT TO YOU. See INVESTMENT ALLOCATION OF YOUR PURCHASE PAYMENTS
on page 31.
There are currently twenty-eight variable Subaccounts.
(small solid bullet) Five Subaccounts invest in shares of one of the
mutual fund portfolios of Fidelity Variable Insurance Products Fund.
The Variable Insurance Products Fund currently offers Money Market
Portfolio, High Income Portfolio, Equity-Income Portfolio, Growth
Portfolio, and Overseas Portfolio.
(small solid bullet) Five Subaccounts invest in shares of one of the
mutual fund portfolios of Fidelity Variable Insurance Products Fund
II. The Variable Insurance Products Fund II currently offers
Investment Grade Bond Portfolio, Asset Manager Portfolio, Index 500
Portfolio, Asset Manager: Growth Portfolio, and Contrafund Portfolio.
(small solid bullet) Three Subaccounts invest in shares of one of the
mutual fund portfolios of Fidelity Variable Insurance Products Fund
III. The Variable Insurance Products Fund III currently offers Growth
& Income Portfolio, Balanced Portfolio, and Growth Opportunities
Portfolio.
(small solid bullet) The remaining Investment Options invest in shares
of one of the mutual fund portfolios of Morgan Stanley Dean Witter,
PBHG, Strong, or Warburg Pincus.
Fidelity Investments Life credits interest on amounts allocated to the
Fixed Account at interest rates that vary from time to time.
WITHDRAWALS
You may withdraw all or part of your Contract's Cash Surrender Value
before the Annuity Date and while the Annuitant is still living. The
Cash Surrender Value of your Contract is the amount payable before the
deduction of taxes if you surrender your Contract.
During the first five Contract Years, we may subject the withdrawal to
a contingent deferred sales charge. This charge is a maximum of 5% of
the amount of purchase payments withdrawn in the first Contract Year.
The contingent deferred sales charge decreases 1% per year until it
disappears after five Contract Years.
However, in each of the first five Contract years you may withdraw up
to 10% of your purchase payments without incurring such a charge. In
certain circumstances, Fidelity Investments Life may waive the
contingent deferred sales charge. See WITHDRAWAL CHARGE on page 33.
The maximum partial withdrawal is one that, along with any applicable
withdrawal charge, would reduce your Contract Value to $2,500. Certain
withdrawals may be subject to a Federal penalty tax as well as Federal
income tax. See TAX CONSIDERATIONS on page 37.
ANNUITY INCOME OPTIONS
You may select from a number of annuity income options, including
annuity income payments for the life of the Annuitant, with or without
a guaranteed number of payments. See TYPES OF ANNUITY INCOME OPTIONS
on page 35. You may choose any of these annuity income options to be
paid on (1) a FIXED basis, (2) a VARIABLE basis, or (3) a COMBINATION
of both. See FIXED, VARIABLE, OR COMBINATION ANNUITY INCOME OPTIONS on
page 34.
(small solid bullet) If you elect a FIXED income, your Contract's
participation in the investment experience of the Variable Account
will cease when the annuity income payments begin.
(small solid bullet) If you elect a VARIABLE income, annuity income
payments will vary in accordance with the investment experience of the
Subaccounts you select during the payout period.
(small solid bullet) If you elect a COMBINATION OF FIXED AND VARIABLE
income, a portion of your income payment will be fixed, and a portion
will vary in accordance with the investment performance of the
selected Subaccounts.
On the Annuity Date , the Annuitant becomes the Owner of the
Contract.
DEATH BENEFIT
In the event that the Annuitant dies prior to the Annuity Date, we
will pay a Death Benefit to the Beneficiary you select. See DEATH
BENEFIT on page 34. In the event that any Owner dies before the entire
value of the Contract is distributed, the remaining value of the
Contract must be distributed according to certain specified rules in
order for the Contract to qualify as an annuity for tax purposes. See
REQUIRED DISTRIBUTIONS UPON DEATH on page 34.
CHARGES
In addition to the contingent deferred sales charge, we assess the
following charges.
(1) ANNUAL MAINTENANCE CHARGE. This charge is currently set at $30 per
year and guaranteed not to exceed $50 per year.
(small solid bullet) Before the Annuity Date, we deduct this charge
from your Contract Value.
(small solid bullet) After the Annuity Date, we currently waive
this charge , but we reserve the right to deduct it from each
annuity income payment on a pro rata basis.
(small solid bullet) We currently waive this annual charge if total
purchase payments less any withdrawals equal at least $25,000. In
addition, we will waive this charge for Contracts purchased after May
1, 1990 by exchanging Fidelity Variable Annuity.
(2) DAILY ADMINISTRATIVE CHARGE. We also make a daily charge
(equivalent to an effective annual rate of .05%) against the assets of
each variable Subaccount for administrative expenses.
(3) MORTALITY AND EXPENSE RISK CHARGE. We assess a daily asset charge
(equivalent to an effective annual rate of not more than 0.75%) for
mortality and expense risks. These daily asset charges are not
assessed against amounts allocated to the Fixed Account.
ADDITIONAL MORTALITY RISK CHARGE. We may offer the Owner the
opportunity to elect a Death Benefit R ider. If the Owner elects
the R ider, we will deduct a mortality charge once each quarter.
The amount of the charge for each quarter will not exceed 0.10% of the
Contract Value on the date of the quarterly charge. There will be no
charges made once the Annuitant reaches their 85th birthday.
(4) PREMIUM TAXES. Our current practice is generally to deduct any
applicable premium taxes from your Contract Value on the Annuity Date
or upon payment of proceeds. However, we may make a deduction for
taxes required by any state upon receipt of your payments for
Contracts issued for delivery in that jurisdiction. We reserve the
right to deduct premium taxes when we incur such taxes. See CHARGES on
page 33.
(5) FUNDS' EXPENSES. The portfolios in the Funds pay monthly
management fees and other expenses. See the prospectuses for the Funds
for discussions of expenses.
For further information see CHARGES on page 33.
FREE LOOK PRIVILEGE
You may return your Contract for a refund within 10 days after you
receive the Contract. We will refund your purchase payment or, if
greater, your Contract Value plus any amount deducted from your
payment prior to allocation to the Variable Subaccounts or the Fixed
Account. When you are replacing an existing insurance product with the
Contract, the free look period will be extended to at least 20 days.
This provision may vary by state. See FREE LOOK PRIVILEGE on page 31.
IMPORTANT
This summary provides only an overview of the more significant aspects
of the Contract. More detailed information is provided in the
subsequent sections of this prospectus and in your Contract. The
Contract together with its attached application constitutes the entire
agreement between you and us and should be retained.
The following page contains the various investment options available
to you under the Contract.
FIDELITY RETIREMENT RESERVES
<TABLE>
<CAPTION>
<S> <C> <C>
Guaranteed Account Company Variable Account
Guaranteed Interest Fidelity Asset Manager Portfolio
Money Market Portfolio
Investment Grade Bond Portfolio
Equity-Income Portfolio
Growth Portfolio
High Income Portfolio
Overseas Portfolio
Index 500 Portfolio
Asset Manager: Growth Portfolio
Contrafund Portfolio
Growth Opportunities Portfolio
Balanced Portfolio
Growth & Income Portfolio
MSDW Investment Management Emerging Markets Debt Portfolio
Emerging Markets Equity
Portfolio
Global Equity Portfolio
International Magnum Portfolio
PBHG Select 20 Portfolio
Growth II Portfolio
Large Cap Value Portfolio
Small Cap Value Portfolio
Technology & Communications
Portfolio
Strong Discovery Fund II Portfolio
Mid Cap Growth Fund II
Portfolio
Opportunity Fund II Portfolio
Warburg Pincus International Equity Portfolio
Post-Venture Capital Portfolio
Small Company Growth Portfolio
</TABLE>
FEE TABLE
This information may assist you in understanding the various costs and
expenses that a Contract Owner will bear directly or indirectly. It
reflects expenses of the Separate Account as well as the Portfolios.
The tables below do not reflect any deductions for premium taxes or
Federal income tax expenses that are determined solely from the amount
of premiums received. We generally deduct any applicable premium taxes
from your Contract Value on the Annuity Date or when proceeds are
paid. We do not currently deduct any Federal income tax expense. See
CHARGES on page 32 of the prospectus for additional information.
CONTRACT OWNER EXPENSES
(as a percentage of purchase
payments)
Sales Charge Imposed on 0.00%
Purchases
Maximum Contingent Deferred 5.00%
Sales ChargeA
Surrender Charge 0.00%
Exchange Fee 0.00%
Annual Maintenance ChargeB $ 30.00
Separate Account Annual
Expenses (as a percentage of
average account value)
Separate Account Annual
Expenses (as a percentage of
average account value)
Mortality and Expense Risk 0.75%
Charge
Account Fees and Expenses:
Administrative Charge 0.05%
Total Separate Account Annual 0.80%
Expenses
A THE MAXIMUM CONTINGENT DEFERRED SALES CHARGE DECREASES 1% EACH YEAR
SO THERE IS NO CHARGE AFTER 5 YEARS. EACH YEAR YOU MAY WITHDRAW UP TO
10% OF TOTAL PURCHASE PAYMENTS WITHOUT A CONTINGENT DEFERRED SALES
CHARGE. WE BASE THE CONTINGENT DEFERRED SALES CHARGE SOLELY ON THE
CONTRACT YEAR - ADDITIONAL PURCHASE PAYMENTS DO NOT CAUSE THE
CONTINGENT DEFERRED SALES CHARGE PERCENTAGES TO START OVER. WE MAY
REDUCE OR WAIVE THE CONTINGENT DEFERRED SALES CHARGE FOR CONTRACTS
ISSUED UNDER CERTAIN SPONSORED ARRANGEMENTS.
B THE ANNUAL MAINTENANCE CHARGE IS A SINGLE $30 CHARGE EACH YEAR. WE
DEDUCT THIS CHARGE PROPORTIONALLY FROM THE INVESTMENT OPTIONS IN USE
AT THE TIME OF THE CHARGE. WE CURRENTLY WAIVE THE ANNUAL MAINTENANCE
CHARGE FOR CONTRACTS WITH AT LEAST $25,000 OF ACCUMULATED PURCHASE
PAYMENTS LESS ANY WITHDRAWALS. WE MAY REDUCE OR WAIVE THIS CHARGE FOR
CONTRACTS ISSUED UNDER CERTAIN SPONSORED ARRANGEMENTS. IN THE
EXAMPLES, THE ANNUAL MAINTENANCE CHARGE IS APPROXIMATED AS A
0.0 1 % ANNUAL ASSET CHARGE BASED ON THE EXPERIENCE OF THE
CONTRACTS.
PORTFOLIO ANNUAL EXPENSES
(as a percentage of Portfolio average net assets)
<TABLE>
<CAPTION>
<S> <C> <C> <C>
FIDELITYA Management Fees Other Expenses Total Annual Expenses (after
reimbursement)
Asset Manager 0.54% 0.09% 0.63%
Money Market 0.20% 0.10% 0.30%
Investment Grade Bond 0.43% 0.14% 0.57%
High Income 0.58% 0.12% 0.70%
Equity-Income 0.49% 0.08% 0.57%
Index 500 0.24% 0.04% 0.28%B
Growth 0.59% 0.07% 0.66%
Overseas 0.74% 0.15% 0.89%
Asset Manager: Growth 0.59% 0.13% 0.72%
Contrafund 0.59% 0.07% 0.66%
Growth Opportunities 0.59% 0.11% 0.70%
Balanced 0.44% 0.14% 0.58%
Growth & Income 0.49% 0.11% 0.60%
MSDW INVESTMENT MANAGEMENT
Emerging Markets Debt 0.27% 1.25% 1.52%C
Emerging Markets Equity 0.00% 1.95% 1.95%C
Global Equity 0.32% 0.83% 1.15%C
International Magnum 0.15% 1.00% 1.15%C
PBHG
Select 20 0.84% 0.36% 1.20%D
Growth II 0.51% 0.69% 1.20%D
Large Cap Value 0.18% 0.82% 1.00%D
Small Cap Value 0.74% 0.46% 1.20%D
Technology & Communications 0.49% 0.71% 1.20%D
STRONG
Discovery Fund II 1.00% 0.18% 1.18%
Growth Fund II* 1.00% 0.20% 1.20%E
Opportunity Fund II 1.00% 0.16% 1.16%
WARBURG PINCUS
International Equity 1.00% 0.33% 1.33%F
Post-Venture Capital 1.08% 0.32% 1.40%F
Small Company Growth 0.90% 0.24% 1.14%F
</TABLE>
A A PORTION OF THE BROKERAGE COMMISSIONS THAT CERTAIN FUNDS PAY WAS
USED TO REDUCE FUND EXPENSES. IN ADDITION, CERTAIN FUNDS, OR FMR ON
BEHALF OF CERTAIN FUNDS, HAVE ENTERED INTO ARRANGEMENTS WITH THEIR
CUSTODIAN WHEREBY CREDITS REALIZED AS A RESULT OF UNINVESTED CASH
BALANCES WERE USED TO REDUCE CUSTODIAN EXPENSES. WITHOUT THESE
REDUCTIONS, THE TOTAL OPERATING EXPENSES PRESENTED IN THE TABLE WOULD
HAVE BEEN .58% FOR EQUITY-INCOME PORTFOLIO, .6 8 % FOR GROWTH
PORTFOLIO, .91% FOR OVERSEAS PORTFOLIO, .6 4 % FOR ASSET MANAGER
PORTFOLIO, .70% FOR CONTRAFUND PORTFOLIO, .73% FOR ASSET MANAGER:
GROWTH PORTFOLIO, .71% FOR GROWTH OPPORTUNITIES PORTFOLIO, . 59 %
FOR BALANCED PORTFOLIO, AND .6 1 % FOR GROWTH AND INCOME
PORTFOLIO.
B FMR AGREED TO REIMBURSE A PORTION OF INDEX 500 PORTFOLIO'S EXPENSES
DURING THE PERIOD. WITHOUT THIS REIMBURSEMENT, THE FUND'S MANAGEMENT
FEE, OTHER EXPENSES , AND TOTAL EXPENSES WOULD HAVE BEEN .24%,
.11% AND .3 5 %, RESPECTIVELY.
C MORGAN STANLEY DEAN WITTER INVESTMENT MANAGEMENT INC., WITH RESPECT
TO THE PORTFOLIOS, HAS VOLUNTARILY AGREED TO WAIVE RECEIPT OF ITS
MANAGEMENT FEES AND AGREED TO REIMBURSE CERTAIN EXPENSES OF THE
PORTFOLIO . MSDW INVESTMENT MANAGEMENT MAY TERMINATE THIS
VOLUNTARY WAIVER AND REIMBURSEMENT AT ANY TIME AT ITS SOLE
DISCRETION. WITHOUT WAIVERS AND REIMBURSEMENTS, "MANAGEMENT FEES,"
"OTHER EXPENSES" AND "TOTAL ANNUAL EXPENSES," RESPECTIVELY, WOULD BE
AS FOLLOWS: EMERGING MARKETS DEBT PORTFOLIO (0.80%, 1.2 5 %,
2.0 5 %); EMERGING MARKETS EQUITY PORTFOLIO (1.25%, 2.20%,
3.45 %); GLOBAL EQUITY PORTFOLIO (0.80%, 0.83%, 1. 6 3%);
INTERNATIONAL MAGNUM PORTFOLIO (0.80%, 1. 00 %, 1.80 %).
D PILGRIM BAXTER & ASSOCIATES, LTD. (THE "ADVISER") HAS VOLUNTARILY
AGREED TO WAIVE OR LIMIT ITS ADVISORY FEES OR ASSUME OTHER EXPENSES IN
AN AMOUNT THAT OPERATES TO LIMIT TOTAL OPERATING EXPENSES OF THE
PORTFOLIOS TO NOT MORE THAN 1.20% OF THE AVERAGE DAILY NET ASSETS OF
THE GROWTH II, SMALL CAP VALUE, TECHNOLOGY & COMMUNICATIONS AND SELECT
20 PORTFOLIOS AND TO NOT MORE THAN 1.00% OF THE AVERAGE DAILY NET
ASSETS OF THE LARGE CAP VALUE PORTFOLIO, THROUGH DECEMBER 31,
199 9 . TOTAL OPERATING EXPENSES INCLUDE, BUT ARE NOT LIMITED TO,
EXPENSES SUCH AS INVESTMENT ADVISORY FEES, TRANSFER AGENT FEES AND
LEGAL FEES. SUCH WAIVERS OF ADVISORY FEES AND POSSIBLE ASSUMPTIONS OF
OTHER EXPENSES BY THE ADVISER IS SUBJECT TO A POSSIBLE REIMBURSEMENT
BY THE PORTFOLIOS IN FUTURE YEARS IF SUCH REIMBURSEMENT CAN BE
ACHIEVED WITHIN FOREGOING ANNUAL EXPENSE LIMITS. SUCH FEE
WAIVER/EXPENSE REIMBURSEMENT ARRANGEMENTS MAY BE MODIFIED OR
TERMINATED AT ANY TIME AFTER DECEMBER 31, 199 9 . ABSENT SUCH FEE
WAIVERS/EXPENSE REIMBURSEMENTS THE ADVISORY FEES AND ESTIMATED TOTAL
OPERATING EXPENSES FOR THE GROWTH II, SMALL CAP VALUE, LARGE CAP
VALUE, TECHNOLOGY & COMMUNICATIONS AND SELECT 20 PORTFOLIOS WOULD BE
0.85 % AND 1. 54 %; 1. 00 % AND 1.46%; 0.65 %
AND 1.47 %; 0.85 % AND 1.56 %; AND 0.8 5 % AND
1. 21 %, RESPECTIVELY.
E STRONG CAPITAL MANAGEMENT, INC., THE INVESTMENT ADVISER, HAS
VOLUNTARILY AGREED TO CAP THE FUND'S TOTAL OPERATING EXPENSES AT
1.20%. THE ADVISER HAS NO CURRENT INTENTION TO, BUT MAY IN THE FUTURE,
DISCONTINUE OR MODIFY ANY WAIVER OF FEES OR ABSORPTION OF EXPENSES AT
ITS DISCRETION WITH APPROPRIATE NOTIFICATION TO ITS SHAREHOLDERS.
MANAGEMENT FEES, OTHER EXPENSES, AND TOTAL ANNUAL E X PENSES FOR
DISCOVERY II, OPPORTUNITY II, AND GROWTH FUND II ARE CALCULATED
O N AN ANNUALIZED BASIS FROM THE BEGINNING OF THE FISCAL YEAR
THROUGH THE CURRENT Q UARTER END. THE ADVISOR FOR THE GROWTH
FUND II PORTFOLIO IS ABSORBING EXPENSES OF 0.35%. WITHOUT THESE
ABSORPTIONS THE EXPENSE RATIO WOULD HAVE BEEN 1.55%. *GROWTH FUND II
IS CURRENTLY CALLED MID CAP GROWTH FUND II.
F MANAGEMENT FEES, OTHER EXPENSES AND TOTAL ANNUAL EXPENSES FOR THE
INTERNATIONAL EQUITY, POST-VENTURE CAPITAL AND SMALL COMPANY GROWTH
PORTFOLIOS ARE BASED ON ACTUAL EXPENSES FOR THE FISCAL YEAR ENDED
DECEMBER 31, 199 8 , NET ANY FEE WAIVERS OR EXPENSE
REIMBURSEMENTS. WITHOUT SUCH WAIVERS OR REIMBURSEMENTS, MANAGEMENT
FEES WOULD HAVE EQUALED 1.00%, 1.25% AND 0.90%; OTHER EXPENSES WOULD
HAVE EQUALLED 0. 33 %, 0.45% AND 0.24%; AND TOTAL ANNUAL EXPENSES
WOULD HAVE EQUALLED 1. 33 %, 1. 70 % AND 1.14% FOR THE
INTERNATIONAL EQUITY , POST-VENTURE CAPITAL, AND SMALL COMPANY
GROWTH PORTFOLIOS, RESPECTIVELY. FEE WAIVERS AND EXPENSE
REIMBURSEMENTS OR CREDITS MAY BE DISCONTINUED AT ANY TIME.
EXAMPLES
If you assume that Contract Owner expenses are as shown above, and
that each Portfolio's annual return is 5% annually and its operating
expenses are just as described above, then for every $1,000 of
purchase payments, here's how much you would have paid in total
expenses if you surrendered your Contract after the number of years
indicated, or if you annuitize d your C ontract during the
first year.
FIDELITY One year Three Years Five Years Ten Years
Asset Manager $ 61 $ 76 $ 89 $ 172
Money Market 58 65 71 135
Investment Grade Bond 61 74 86 166
High Income 62 78 92 180
Equity-Income 61 74 86 166
Growth 62 76 90 176
Overseas 64 84 102 201
Index 500 58 65 70 133
Asset Manager: growth 62 78 93 182
Contrafund 62 76 90 176
Growth Opportunities 62 78 92 180
Balanced 61 74 86 167
Growth & Income 61 75 87 169
MSDW INVESTMENT MANAGEMENT
Emerging Markets Debt 70 102 135 267
Emerging Markets Equity 74 115 156 309
Global Equity 66 91 116 229
International Magnum 66 91 116 229
PBHG
Growth II 67 93 118 234
Large Cap Value 65 87 108 213
Select 20 67 93 118 234
Small Cap Value 67 93 118 234
Technology & Communications 67 93 118 234
STRONG
Discovery Fund II 67 92 117 232
Growth Fund II* 67 93 118 234
Opportunity Fund II 67 92 116 230
WARBURG PINCUS
International Equity 68 97 125 247
Post-Venture Capital 69 99 128 254
Small Company Growth 66 91 115 227
* CURRENTLY CALLED MID CAP GROWTH FUND II.
If you do not surrender your Contract or if you annuitize after the
first Contract year, here is what your total expenses would be on a
$1,000 investment, assuming a 5% annual return on your assets .
FIDELITY One Year Three Years Five Years Ten Years
Asset Manager $ 15 $ 46 $ 79 $ 172
Money Market 11 35 61 135
Investment Grade Bond 14 44 76 166
High Income 15 48 82 180
Equity-Income 14 44 76 166
Growth 15 46 80 176
Overseas 17 54 92 201
Index 500 11 35 60 133
Asset Manager: Growth 16 48 83 182
Contrafund 15 46 80 176
Growth Opportunities 15 48 82 180
Balanced 14 44 76 167
Growth & Income 14 45 77 169
MSDW INVESTMENT MANAGEMENT
Emerging Markets Debt 24 73 125 267
Emerging Markets Equity 28 86 146 309
Global Equity 20 62 106 229
International Magnum 20 62 106 229
PBHG
Growth II 20 63 108 234
Large Cap Value 18 57 98 213
Select 20 20 63 108 234
Small Cap Value 20 63 108 234
Technology & Communications 20 63 108 234
STRONG
Discovery Fund II 20 62 107 232
Growth Fund II* 20 63 108 234
Opportunity Fund II 20 62 106 230
WARBURG PINCUS
International Equity 22 67 115 247
Post-Venture Capital 22 69 118 254
Small Company Growth 20 61 105 227
* CURRENTLY CALLED MID CAP GROWTH FUND II.
(small solid bullet) The above figures illustrate the combined
effect of all current charges. The examples should not be considered a
representation of past or future expenses. Actual expenses may be
greater or less than those shown.
(small solid bullet) The Other Funds' annual expenses and these
examples are based on data provided by the Other Funds. The company
has no reason to doubt the accuracy or completeness of that data, but
the company has not verified the Other Funds' figures. In preparing
the Other Funds' expense table and examples above, the company has
relied on the figures provided by the Other Funds.
FACTS ABOUT FIDELITY INVESTMENTS LIFE,
THE VARIABLE ACCOUNT, AND THE FUNDS
FIDELITY INVESTMENTS LIFE
Fidelity Investments Life is a stock life insurance company organized
in 1981 and existing under the laws of the S tate of Utah.
Fidelity Investments Life is part of Fidelity Investments, a group of
companies that provides a variety of financial services and products.
Fidelity Investments Life is a wholly-owned subsidiary of FMR Corp.,
the parent company of the Fidelity companies. Edward C. Johnson 3d ,
the Johnson family members, and various key employees of FMR Corp. own
the voting common stock of FMR Corp. Fidelity Investments Life's
financial statements appear in the Statement of Additional
Information. Our principal executive offices are located at 82
Devonshire Street, Boston, Massachusetts 02109.
THE VARIABLE ACCOUNT
Fidelity Investments Variable Annuity Account I is a separate
investment account of Fidelity Investments Life established on July
22, 1987. It is used to support the variable annuity contracts
described herein and another form of variable annuity contracts issued
by Fidelity Investments Life, and for other purposes permitted by law.
The Variable Account is registered with the Securities and Exchange
Commission ("SEC") as a unit investment trust under the Investment
Company Act of 1940 ("1940 Act"). The Variable Account's financial
statements appear in the Statement of Additional Information.
We are the legal owner of the assets in the Variable Account. As
required by law, however, the assets of the Variable Account are kept
separate from our general account assets and from any other separate
accounts we may have, and may not be charged with liabilities from any
other business we conduct. The assets in the Variable Account will
always be at least equal to the reserves and other liabilities of the
Variable Account. If the assets exceed the required reserves and other
liabilities, we may transfer the excess to our general account. We are
obligated to pay all benefits provided under the Contracts.
There are currently twenty-eight Subaccounts in the Variable Account.
Five Subaccounts invest exclusively in shares of a specific portfolio
of Fidelity Variable Insurance Products Fund. Five Subaccounts invest
exclusively in shares of a specific portfolio of Fidelity Variable
Insurance Products Fund II. Three portfolios invest exclusively in
shares of a specific portfolio of Fidelity Variable Insurance Products
Fund III. There are currently 15 other investment options offered by
four different mutual fund investment Advisers.
THE FUNDS
FIDELITY:
The Fidelity Funds are Variable Insurance Products Fund, Variable
Insurance Products Fund II, and Variable Insurance Products Fund III.
Each is an open-end ed , diversified management investment
company organized by Fidelity Management & Research Company. Each is
the type of investment company commonly known as a series mutual fund.
The investment objectives of the Funds are described below. There is,
of course, no assurance that any portfolio will meet its investment
objective.
VARIABLE INSURANCE PRODUCTS FUND
VIP MONEY MARKET PORTFOLIO
INVESTMENT OBJECTIVE. Money Market Portfolio seeks as high a level of
current income as is consistent with the preservation of capital and
liquidity.
PRINCIPAL INVESTMENT STRATEGIES:
(small solid bullet) Investing in U.S. dollar-denominated money market
securities, including U.S. Government securities and repurchase
agreements, and entering into reverse repurchase agreements.
(small solid bullet) Investing more than 25% of total assets in the
financial services industry.
(small solid bullet) Investing in compliance with industry-standard
requirements for money market funds for the quality, maturity, and
diversification of investments.
INVESTOR PROFILE. The fund may be appropriate for investors who would
like to earn income at current money market rates while preserving the
value of their investment. An investment in the fund is not a deposit
of a bank and is not insured or guaranteed by the Federal Deposit
Insurance Corporation or any other government agency. Although the
fund seeks to preserve the value of your investment at $1.00 per
share, it is possible to lose money by investing in the fund.
VIP HIGH INCOME PORTFOLIO
INVESTMENT OBJECTIVE. High Income Portfolio seeks a high level of
current income. Growth of capital may also be considered.
PRINCIPAL INVESTMENT STRATEGIES:
(small solid bullet) Investing at least 65% of total assets in
income-producing debt securities, preferred stocks and convertible
securities, with an emphasis on lower-quality debt securities.
(small solid bullet) Potentially investing in non-income producing
securities, including defaulted securities and common stocks.
(small solid bullet) Investing in companies in troubled or uncertain
financial condition.
(small solid bullet) Investing in domestic and foreign issuers.
(small solid bullet) Using fundamental analysis of each issuer's
financial condition and industry position and market and economic
conditions to select investments.
INVESTOR PROFILE. The fund is for long-term, aggressive investors who
understand the potential risks and rewards of investing in
lower-quality debt, including defaulted securities. Investors must be
willing to accept the fund's greater price movements and credit risks.
VIP EQUITY-INCOME PORTFOLIO
INVESTMENT OBJECTIVE. Equity-Income Portfolio seeks reasonable income.
The fund will consider the potential for capital appreciation. The
fund seeks a yield for its shareholders that exceeds the yield on the
securities comprising the S&P 500.
PRINCIPAL INVESTMENT STRATEGIES:
(small solid bullet) Investing at least 65% of total assets in
income-producing equity securities, which tends to lead to investments
in large cap "value" stocks.
(small solid bullet) Potentially investing in other types of equity
securities and debt securities, including lower-quality debt
securities.
(small solid bullet) Investing in domestic and foreign issuers.
(small solid bullet) Using fundamental analysis of each issuer's
financial condition and industry position and market and economic
conditions to select investments.
INVESTOR PROFILE. The fund may be appropriate for investors who are
willing to ride out stock market fluctuations in pursuit of
potentially above-average long-term returns. The fund is designed for
those who want some income from equity and bond securities, but also
want to be invested in the stock market for its long-term growth
potential.
VIP GROWTH PORTFOLIO
INVESTMENT OBJECTIVE. Growth Portfolio seeks capital appreciation.
PRINCIPAL INVESTMENT STRATEGIES:
(small solid bullet) Investing primarily in common stocks.
(small solid bullet) Investing in companies that it believes have
above-average growth potential, measured by factors such as earnings
or revenue (stocks of these companies are often called "growth
stocks").
(small solid bullet) Investing in domestic and foreign issuers.
(small solid bullet) Using fundamental analysis of each issuer's
financial condition and industry position and market and economic
conditions to select investments.
INVESTOR PROFILE. The fund may be appropriate for investors who are
willing to ride out stock market fluctuations in pursuit of
potentially above-average long-term returns. The fund is designed for
those who want to pursue growth potential, and who understand that
this strategy often leads to investments in smaller, less well-known
companies with higher than average price/earnings ratios. The fund
invests for growth and does not pursue an income strategy.
VIP OVERSEAS PORTFOLIO
INVESTMENT OBJECTIVE. Overseas Portfolio seeks long-term growth of
capital.
PRINCIPAL INVESTMENT STRATEGIES:
(small solid bullet) Investing at least 65% of total assets in foreign
securities.
(small solid bullet) Investing primarily in common stocks.
(small solid bullet) Allocating investments across countries and
regions considering the size of the market in each country and region
relative to the size of the international market as a whole.
(small solid bullet) Using fundamental analysis of each issuer's
financial condition, industry position, and market and economic
conditions to select investments.
INVESTOR PROFILE AND RISK:
(small solid bullet) Overseas Portfolio provides a means for investors
to diversify their own portfolios by participating in companies and
economies outside of the United States. The fund may be appropriate
for investors who want to pursue their investment goals in markets
outside of the United States. By including international investments
in your portfolio, you can achieve additional diversification and
participate in growth opportunities around the world.
(small solid bullet) It is important to note that investments in
foreign securities involve risks in addition to those of U.S.
investments. In addition to general risks, international investing
involves different or increased risks. The performance of
international funds depends upon currency values, the political and
regulatory environment, and overall economic factors in the countries
in which the fund invests.
VARIABLE INSURANCE PRODUCTS FUND II
VIP II ASSET MANAGER PORTFOLIO
INVESTMENT OBJECTIVE. Asset Manager Portfolio seeks high total return
with reduced risk over the long term by allocating its assets among
stocks, bonds, and short-term instruments.
PRINCIPAL INVESTMENT STRATEGIES:
(small solid bullet) Allocating the fund's assets among stocks, bonds,
and short-term and money market instruments.
(small solid bullet) Maintaining a neutral mix over time of 50% of
assets in stocks, 40% of assets in bonds, and 10% of assets in
short-term and money market instruments.
(small solid bullet) Adjusting allocation among asset classes
gradually within the following ranges: stock class (30% - 70%), bond
class (20% - 60%), and short-term/money market class (0% - 50%).
(small solid bullet) Investing in domestic and foreign issuers.
(small solid bullet) Analyzing an issuer using fundamental and/or
quantitative factors and evaluating each security's current
price relative to estimated long-term value in selecting investments.
INVESTOR PROFILE. The fund may be appropriate for investors who want
to diversify among stocks, bonds, short-term instruments , and
other types of securities. The fund's assets may also be invested in
other instruments that do not fall within these classes.
VIP II INVESTMENT GRADE BOND PORTFOLIO
Investment Objective. Investment Grade Bond Portfolio seeks a high
level of current income.
PRINCIPAL INVESTMENT STRATEGIES:
(small solid bullet) Investing in U.S. dollar-denominated
investment-grade bonds.
(small solid bullet) Managing the fund to have similar overall
interest rate risk to the Lehman Brothers Aggregate Bond Index.
(small solid bullet) Allocating assets across different market sectors
and maturities.
(small solid bullet) Analyzing a security's structural features,
current pricing and trading opportunities, and the credit quality of
its issuer in selecting investments.
INVESTOR PROFILE. The fund may be appropriate for investors who want
the potential for high current income from a portfolio of
investment-grade debt securities. The fund's level of risk and
potential reward depend on the quality and maturity of its
investments, and has overall interest rate risk similar to the index.
VIP II INDEX 500 PORTFOLIO
INVESTMENT OBJECTIVE. Index 500 Portfolio seeks investment results
that correspond to the total return (i.e., the combination of capital
changes and income) of common stocks publicly traded in the United
States, as represented by the S&P 500, while keeping transaction costs
and other expenses low.
PRINCIPAL INVESTMENT STRATEGIES:
Bankers Trust Company's ("BT," a New York banking corporation
serving as sub-adviser and custodian for VIP II Index 500)
principal investment strategies include:
(small solid bullet) Investing at least 80% of assets in common stocks
included in the S&P 500.
(small solid bullet) Lending securities to earn income for the fund.
(small solid bullet) Because the f und seeks to track, rather
than beat, the performance of the S&P 500, it is not managed in the
same manner as other funds. The fund is managed by FMR, which handles
its business affairs. BT, Index 500 Portfolio's sub-adviser, chooses
the f und's investments. FMR supervises the sub-adviser and, in
conjunction with the Board of Trustees, reviews the sub-adviser's
performance of its duties. BT also acts as Index 500 Portfolio's
custodian.
INVESTOR PROFILE. The fund may be appropriate for investors who are
willing to ride out stock market fluctuations in pursuit of
potentially above-average long-term returns in relation to the S&P
500.
VIP II ASSET MANAGER: GROWTH PORTFOLIO
INVESTMENT OBJECTIVE. Asset Manager: Growth Portfolio seeks to
maximize total return over the long term by allocating its assets
among stocks, bonds, short-term instruments, and other investments.
PRINCIPAL INVESTMENT STRATEGIES:
(small solid bullet) Allocating the fund's assets among stocks, bonds,
and short-term and money market instruments.
(small solid bullet) Maintaining a neutral mix over time of 70% of
assets in stocks, 25% of assets in bonds, and 5% of assets in
short-term and money market instruments.
(small solid bullet) Adjusting allocation among asset classes
gradually within the following ranges: stock class (50% - 100%), bond
class (0% - 50%), and short-term/money market class (0% - 50%).
(small solid bullet) Investing in domestic and foreign issuers.
(small solid bullet) Analyzing an issuer using fundamental and/or
quantitative factors and evaluating each security's current price
relative to estimated long-term value in selecting investments.
INVESTOR PROFILE. The fund may be appropriate for investors who want
to diversify among domestic and foreign stocks, bonds, short-term
instruments and other types of securities. The fund, while spreading
its assets among all three asset classes, uses a more aggressive
approach by focusing on stocks for a higher potential return. The
value of each fund's investments and the income they generate will
vary.
VIP II CONTRAFUND PORTFOLIO
INVESTMENT OBJECTIVE. Contrafund Portfolio seeks capital appreciation.
PRINCIPAL INVESTMENT STRATEGIES:
(small solid bullet) Investing primarily in common stocks.
(small solid bullet) Investing in securities of companies whose value
it believes is not fully recognized by the public.
(small solid bullet) Investing in domestic and foreign issuers.
(small solid bullet) Investing in either "growth" stocks or "value"
stocks or both.
(small solid bullet) Using fundamental analysis of each issuer's
financial condition and industry position and market and economic
conditions to select investments.
INVESTOR PROFILE. The fund may be appropriate for investors who are
willing to ride out stock market fluctuations in pursuit of
potentially above-average long-term returns.
VARIABLE INSURANCE PRODUCTS FUND III
VIP III GROWTH & INCOME PORTFOLIO
INVESTMENT OBJECTIVE. Growth & Income Portfolio seeks high total
return through a combination of current income and capital
appreciation.
PRINCIPAL INVESTMENT STRATEGIES:
(small solid bullet) Investing a majority of assets in common stocks
with a focus on those that pay current dividends and show potential
for capital appreciation.
(small solid bullet) Potentially investing in bonds, including
lower-quality debt securities, as well as stocks that are not
currently paying dividends, but offer prospects for future income or
capital appreciation.
(small solid bullet) Investing in domestic and foreign issuers.
(small solid bullet) Investing in either "growth" stocks or "value"
stocks or both.
(small solid bullet) Using fundamental analysis of each issuer's
financial condition and industry position, and market and economic
conditions to select investments.
INVESTOR PROFILE. The fund may be appropriate for investors who are
willing to ride out stock market fluctuations in pursuit of
potentially high long-term returns. The fund is designed for those who
seek a combination of growth and income from equity and some bond
investments.
VIP III GROWTH OPPORTUNITIES PORTFOLIO
INVESTMENT OBJECTIVE. Growth Opportunities Portfolio seeks to provide
capital growth.
PRINCIPAL INVESTMENT STRATEGIES:
(small solid bullet) Investing primarily in common stocks.
(small solid bullet) Potentially investing in other types of
securities, including bonds which may be lower-quality debt
securities. These securities can be more volatile due to increased
sensitivity to interest rate increases and adverse issuer, political,
regulatory, market , or economic developments.
(small solid bullet) Investing in domestic and foreign issuers.
(small solid bullet) Investing in either "growth" stocks or "value"
stocks or both. The value of the fund's investments will vary and can
decline in response to adverse issuer, political, regulatory,
market , or economic developments.
(small solid bullet) Using fundamental analysis of each issuer's
financial condition and industry position, and market and economic
conditions to select investments.
INVESTOR PROFILE. The fund may be appropriate for investors seeking
growth of capital. The investment philosophy is not constrained by any
particular investment style. The fund's assets may be invested in
securities of foreign issuers in addition to securities of domestic
issuers.
VIP III BALANCED PORTFOLIO
INVESTMENT OBJECTIVE. Balanced Portfolio seeks both income and growth
of capital.
PRINCIPAL INVESTMENT STRATEGIES:
(small solid bullet) Investing approximately 60% of assets in stocks
and other equity securities and the remainder in bonds and other debt
securities, including lower-quality debt securities when its outlook
is neutral.
(small solid bullet) Investing at least 25% of total assets in
fixed-income senior securities (including debt securities and
preferred stock).
(small solid bullet) Investing in domestic and foreign issuers.
(small solid bullet) With respect to equity investments, emphasizing
above-average income-producing equity securities, which tends to lead
to investments in stocks that have more "value" characteristics than
"growth" characteristics.
(small solid bullet) Analyzing a security's issuer using fundamental
factors and evaluating each security's current price relative to
estimated long-term value in selecting investments. The value of the
fund's investments will vary from day to day, and can decline in
response to interest rate increases, adverse issuer, political,
regulatory , or economic developments.
INVESTOR PROFILE. The fund may be appropriate for investors who seek a
balance between stocks and bonds. The fund may invest its assets in
securities of foreign issuers in addition to domestic issuers.
MORGAN STANLEY DEAN WITTER INVESTMENT MANAGEMENT INC.
EMERGING MARKETS DEBT PORTFOLIO
OBJECTIVE AND STRATEGY
(small solid bullet) The Portfolio seeks high total return by
investing primarily in Fixed Income Securities of government and
government-related issuers and, to a lesser extent, of corporate
issuers located in emerging market countries.
(small solid bullet) APPROACH. MSDW Investment Management seeks
high total return by investing in a portfolio of emerging market debt
that offers low correlation to many other asset classes. Using
macroeconomic and fundamental analysis, MSDW Investment Management
seeks to identify developing countries that are undervalued and have
attractive or improving fundamentals. After the country allocation is
determined, the sector and security selection is made within each
country.
(small solid bullet) PROCESS. MSDW Investment Management's
global allocation team analyzes the global economic environment and
its impact on emerging markets. MSDW Investment Management focuses on
investing in countries that show signs of positive fundamental change.
This analysis considers macroeconomic factors, such as GDP growth,
inflation, monetary policy, fiscal policy and interest rates and
sociopolitical factors such as political risk, leadership, social
stability, and commitment to reform. In selecting securities, MSDW
Investment Management first examines yield curves with respect to a
country and then considers instrument-specific criteria, including:
(1) spread duration; (2) real interest rates; and ( 3 )
liquidity. The Portfolio's holdings may range in maturity from
overnight to 30 years or more and will not be subject to any minimum
credit rating standard. MSDW Investment Management may, when or if
available, use hedging strategies, including the use of derivatives to
protect the Portfolio from overvalued currencies or to take advantage
of undervalued currencies.
EMERGING MARKETS EQUITY PORTFOLIO
OBJECTIVE AND STRATEGY
(small solid bullet) The Portfolio seeks long-term capital
appreciation by investing primarily in Equity Securities of issuers
in emerging market countr ies.
(small solid bullet) APPROACH. MSDW Investment Management seeks
to maximize returns by investing primarily in growth-oriented equity
securities in undervalued emerging markets and, from time to time, in
fixed income securities. MSDW Investment Management's investment
approach combines top-down country allocation with bottom-up stock
selection. Investment selection criteria include attractive growth
characteristics, reasonable valuations and managements that focus on
shareholder value.
(small solid bullet) PROCESS. MSDW Investment Management's
global allocation team analyzes the global economic environment,
particularly its impact on emerging markets and allocates the
Portfolio's assets among emerging markets based on relative economic,
political, and social fundamentals, stock valuations and investor
sentiment. MSDW Investment Management invests within countries
based on the work of country specialists who conduct extensive
fundamental analysis of issuers within these markets and seek to
identify issuers with strong earnings growth prospects. To manage
risk, MSDW Investment Management emphasizes thorough macroeconomic and
fundamental research.
GLOBAL EQUITY PORTFOLIO
OBJECTIVE AND STRATEGY
(small solid bullet) The Portfolio seeks long-term capital
appreciation by investing primarily in Equity Securities of issuers
throughout the world, including U.S. issuers.
(small solid bullet) APPROACH. MSDW Investment Management seeks
to maintain a diversified portfolio of global equity securities based
on individual stock selection. MSDW Investment Management emphasizes a
bottom-up approach to investing that seeks to identify securities of
undervalued issuers. The investment process is value driven and
considers value criteria with an emphasis on cash flow and the
intrinsic value of company assets. Securities which appear undervalued
according to these criteria are then subjected to in-depth fundamental
analysis. MSDW Investment Management conducts a thorough investigation
of the issuer's balance sheet, cash flow and income statement and
assesses the company's business franchise, including product,
competitiveness, market positioning, and industry structure. Meetings
with senior company management are integral to the investment process.
(small solid bullet) PROCESS. MSDW Investment Management
selects securities for investment from a universe of eligible issuers
consisting of approximately 3,200 companies in the Morgan Stanley
Capital International (MSCI) World Index. MSDW Investment Management
expects to invest at least 20% of the Portfolio's total assets in the
common stocks of U.S. issuers.
INTERNATIONAL MAGNUM PORTFOLIO
OBJECTIVE AND STRATEGY
(small solid bullet) The Portfolio seeks long-term capital
appreciation by investing primarily in Equity Securities of non-U.S.
issuers domiciled in EAFE countries.
(small solid bullet) APPROACH. MSDW Investment Management seeks
to achieve superior long-term returns by creating a diversified
portfolio of undervalued international equity securities. To achieve
this goal, MSDW Investment Management uses a combination of strategic
geographic asset allocation and fundamental, value oriented stock
selection.
(small solid bullet) PROCESS. The Portfolio is managed using a
two-part process combining the expertise of investment teams based in
New York, London, Tokyo, and Singapore. The New York-based portfolio
management team decides upon the appropriate allocation of the
Portfolio's assets among Europe, Japan and developed Asia, including
Australia and New Zealand. Regional allocation decisions are based on
variety of factors, including relative valuations, earnings
expectations, macroeconomic factors, as well as input from the
regional stock selection teams from the MSDW Investment
Management 's Asset Allocation Committee, which is made up of
several of the MSDW Investment Management 's most senior
investment officers. Once the allocations to Europe, Asia, and Japan
have been determined, three overseas investment teams in London (for
European stocks), Tokyo (for Japanese stocks) and Singapore (for Asian
stocks) decide which stocks to purchase for their respective
geographic regions. The regional portfolio management teams look for
stocks that they believe to be undervalued by the market. The regional
specialists analyze each company's management before a stock is
purchased for the Portfolio. The Portfolio invests primarily in
countries comprising the MSCI Europe, Australiasia, Far East (EAFE)
Index (the "EAFE Index"). EAFE countries include Japan, most nations
in Western Europe, and the more developed nations of Asia, such as
Australia, New Zealand, Hong Kong, and Singapore. However, the
Portfolio also may invest up to 5% of its assets in countries not
included in the EAFE Index.
PBHG
SELECT 20 PORTFOLIO
OBJECTIVE AND STRATEGY
(small solid bullet) The Select 20 Portfolio, a non-diversified
Portfolio, seeks long-term growth of capital.
(small solid bullet) Under normal market conditions, the Portfolio
will invest at least 65% of its total assets in growth
securities of a limited number (i.e., no more than 20 stocks) of large
capitalization companies that, in Pilgrim Baxter & Associates, Ltd.'s
(the "Adviser") opinion, have strong earnings growth and capital
appreciation potential. These companies will generally have market
capitalization in excess of $1 billion.
(small solid bullet) The growth securities in the Portfolio
are primarily common stocks, but may also include other equity
securities such as warrants and rights to purchase common stocks,
and convertible securities.
(small solid bullet) The Portfolio is non-diversified, which means its
performance is dependent upon the securities of a smaller number of
companies. As a result, the impact of a single change in value
(positive or negative) of a single holding may be magnified.
GROWTH II PORTFOLIO
OBJECTIVE AND STRATEGY
(small solid bullet) The Portfolio seeks capital appreciation.
(small solid bullet) Under normal market conditions, the Portfolio
will invest at least 65% of its total assets in growth
securities of small and medium sized companies that, in the Adviser's
opinion, have strong earnings growth and capital appreciation
potential. These companies will generally have market capitalizations
or annual revenues between $500 million and $10 billion.
(small solid bullet) The growth securities in the Portfolio are
primarily common stocks, but may also include other equity securities
such as warrants and rights to purchase common stocks, and convertible
securities.
(small solid bullet) The Portfolio emphasizes small and medium
sized growth companies, so it may be more volatile than the stock
market in general, as measured by the S&P 500.
LARGE CAP VALUE PORTFOLIO
OBJECTIVE AND STRATEGY
(small solid bullet) The Portfolio seeks long-term growth of capital
and income. Current income is a secondary objective.
(small solid bullet) Under normal market conditions, the Portfolio
will invest at least 65% of its total assets in value
securities of large capitalization companies that , in the
opinion of the Adviser and Pilgrim Baxter Value Investors, Inc. (the
"Sub-Adviser"), are currently underpriced using certain financial
measurements, such as their price-to-earnings ratios.
(small solid bullet) The value securities in the Portfolio are
primarily common stocks that, in the opinion of the Adviser and the
Sub-Adviser, are currently underpriced using certain financial
measurements, such as their price-to-earnings ratios, but may also
include other equity securities such as warrants and rights to
purchase common stocks and convertible securities.
SMALL CAP VALUE PORTFOLIO
OBJECTIVE AND STRATEGY
(small solid bullet) The Portfolio seeks to achieve above-average
total return over a market cycle of three to five years, consistent
with reasonable risk.
(small solid bullet) Under normal market conditions, the Portfolio
will invest at least 65% of its total assets in value securities
of companies whose market capitalizations are within the range of
the Russell 2000 index.
(small solid bullet) The value securities in the Portfolio are
primarily common stocks that, in the opinion of the Adviser and the
Sub-Adviser, are currently underpriced using certain financial
measurements, such as their price-to-earnings ratios, but may also
include other equity securities such as warrants and rights to
purchase common stocks and convertible securities.
(small solid bullet) The Portfolio's sector weightings are
generally within 10% of the Russell 2000's sector weightings. In
addition, the Portfolio generally has lower price-to-earnings ratios
than the Russell 2000.
(small solid bullet) The Portfolio emphasizes value securities of
smaller sized companies, so it is likely to be more volatile than the
stock market in general, as measured by the S&P 500 Index.
TECHNOLOGY & COMMUNICATIONS PORTFOLIO
OBJECTIVE AND STRATEGY
(small solid bullet) The Portfolio seeks long-term growth of capital.
Current income is incidental to the Portfolio's objective.
(small solid bullet) Under normal market conditions, the Portfolio
will invest at least 65% of its total assets in common stocks of
companies that rely extensively on technology or communications in
their product development or operations, are expected to benefit from
technological advances and improvements, or may be experiencing
exceptional growth in sales and earnings driven by technology-
or communication-related products and services.
These companies may be in different industries, including computer
software and hardware, electronic components and systems, network and
cable broadcasting, telecommunications, mobile communications,
satellite communications, defense and aerospace, transportation
systems, data storage and retrieval, biotechnology and medical, and
environmental.
(small solid bullet) The Portfolio offers investors significant growth
potential because it invests in companies that may be responsible for
breakthrough products or technologies or are positioned to take
advantage of cutting-edge developments.
(small solid bullet) The Portfolio's holdings may range from small
companies developing new technologies or pursuing scientific
breakthroughs to large, blue chip firms with established track records
in developing and marketing scientific advances.
(small solid bullet) Securities of technology companies are
strongly affected by worldwide scientific and technological
developments and governmental policies and, therefore, are generally
more volatile than securities of companies not dependent upon or
associated with technology issues.
STRONG
DISCOVERY FUND II
OBJECTIVE AND STRATEGY
(small solid bullet) Discovery Fund II seeks capital growth.
(small solid bullet) The Fund invests in securities that the Adviser
believes represent attractive growth opportunities.
(small solid bullet) The Fund normally emphasizes equity securities,
although it has the flexibility to invest in any type of security that
the Adviser believes has the potential for capital appreciation.
(small solid bullet) The Fund may invest up to 100% of its total
assets in equity securities, including (a) common stocks, (b)
preferred stocks, and (c) securities that are convertible into common
or preferred stocks, such as warrants and convertible bonds.
(small solid bullet) The Fund may also invest up to 100% of its assets
in debt obligations, including intermediate-to-long term corporate or
U.S. government debt securities. Although the debt obligations in
which it invests will be primarily investment-grade, the Fund may
invest up to 5% of its net assets in non-investment grade debt
obligations.
(small solid bullet) When the Adviser determines that market
conditions warrant a temporary defensive position, the Fund may invest
without limitation in cash and short-term fixed-income securities.
(small solid bullet) The Fund may also invest up to 25% of its net
assets in foreign securities, including both direct investments and
investments made through depository receipts.
(small solid bullet) The Adviser attempts to identify companies that
are poised for accelerated earnings growth due to innovative products
or services, new management, or favorable economic or market cycles.
These companies may be small, unseasoned firms in early stages of
development, or they may be mature organizations.
MID CAP GROWTH FUND II (FORMERLY GROWTH FUND II)
OBJECTIVE AND STRATEGY
(small solid bullet) Mid Cap Growth Fund II seeks capital growth
through investments in mid-sized companies .
(small solid bullet) The Fund invests primarily in equity securities
that the Adviser believes have above-average growth prospects.
(small solid bullet) Under normal market conditions, the Fund will
invest at least 65% of its total assets in equity securities,
including (a) common stocks, (b) preferred stocks, and (c) securities
that are convertible into common or preferred stocks, such as warrants
and convertible bonds.
(small solid bullet) While the emphasis of the Fund is clearly on
equity securities, the Fund may invest a limited portion of its assets
in debt obligations when the Adviser perceives that they are more
attractive than stocks on a long-term basis.
(small solid bullet) The Fund may invest up to 35% of its total assets
in debt obligations, including intermediate-to-long term corporate or
U.S. government debt securities. Although the debt obligations in
which it invests will be primarily investment grade, the Fund may
invest up to 5% of its net assets in non-investment grade debt
obligations.
(small solid bullet) When the Adviser determines that market
conditions warrant a temporary defensive position, the Fund may invest
without limitation in cash and short-term fixed-income securities.
(small solid bullet) The Fund may invest up to 25% of its assets in
foreign securities, including both direct investments and investments
made through depository receipts.
(small solid bullet) The Fund generally will invest in mid-size
companies whose earnings are believed to be in a relatively strong
growth trend, and, to a lesser extent, in companies in which
significant further growth is not anticipated but whose market value
is thought to be undervalued.
(small solid bullet) In identifying companies with favorable growth
prospects, the Adviser ordinarily looks to certain characteristics,
such as (a) prospects for above-average sales and earnings growth; (b)
high return on invested capital; (c) overall financial strength,
including sound financial and accounting policies and a strong balance
sheet; (d) competitive advantages, including innovative products and
services; (e) effective research, product development , and
marketing; and (f) stable, capable management.
OPPORTUNITY FUND II
OBJECTIVE AND STRATEGY
(small solid bullet) Opportunity Fund II seeks capital growth.
(small solid bullet) The Fund invests primarily in equity securities
and currently emphasizes investments in medium-sized companies the
Adviser believes are under-researched and attractively valued.
(small solid bullet) The Fund will invest at least 70% of its total
assets in equity securities, including (a) common stocks, (b)
preferred stocks, and (c) securities that are convertible into common
or preferred stocks, such as warrants and convertible bonds.
(small solid bullet) Under normal market conditions, the Fund expects
to be fully invested in equities.
(small solid bullet) The Fund may, however, invest up to 30% of its
net assets in debt obligations, including intermediate- to
long-term corporate or U.S. government debt securities. Although the
debt obligations in which it invests will be primarily investment
grade, the Fund may invest up to 5% of its net assets in
non-investment grade debt obligations.
(small solid bullet) When the Adviser determines that market
conditions warrant a temporary defensive position, it may use that
allowance to invest up to 30% of its net assets in cash and short-term
fixed-income securities.
(small solid bullet) The Fund may invest up to 25% of its assets in
foreign securities, including both direct investments and investments
made through depository receipts.
(small solid bullet) In selecting its equity investments, the Adviser
seeks to identify attractive investment opportunities that have not
become widely recognized by other stock analysts or the financial
press. Through first-hand research that often includes on-site visits
with the leaders of companies, the Adviser looks for companies with
fundamental value or growth potential that is not yet reflected in
their current market prices. In many cases, companies in the small-
and medium-capitalization markets are under-followed and, as a result,
less efficiently priced than their larger, better known
counterparts.
(small solid bullet) The Fund's investments are therefore likely to
consist, in part, of securities in small- and medium-sized companies.
Many of these companies may have successfully emerged from the
start-up phase and have potential for future growth. Because of their
longer track records and more seasoned management, they generally pose
less investment uncertainty than do the smallest companies. In
general, smaller-capitalization companies often involve greater risks
than investments in established companies.
WARBURG PINCUS
INTERNATIONAL EQUITY PORTFOLIO
OBJECTIVE AND STRATEGY
(small solid bullet) The Portfolio seeks long-term capital
appreciation.
(small solid bullet) The Portfolio pursues its investment objective by
investing in equity securities of companies located or conducting
business outside the United States.
(small solid bullet) The Portfolio will ordinarily invest
substantially all of its assets in common stocks, warrants and
securities convertible into or exchangeable for common stocks, and
will generally invest in at least three countries other than the
United States.
(small solid bullet) The Portfolio intends to be widely diversified
across securities of many corporations located in a number of foreign
countries, but from time to time may invest a significant portion of
its assets in a single country.
(small solid bullet) Although the Portfolio emphasizes developed
countries, it may also invest in emerging markets.
(small solid bullet) In choosing equity securities, the Portfolio
managers look for companies of any size whose securities appear to be
discounted relative to earnings, assets, or projected growth. The
Portfolio managers determine value based on research and analysis,
taking all relevant factors into account.
(small solid bullet) The Portfolio intends to invest principally in
the securities of financially strong companies with opportunities for
growth within growing international economies and markets through
increased earning power and improved utilization or recognition of
assets.
RISK. In addition to risks associated with equity securities,
international investment entails special risk considerations including
currency fluctuations, lower liquidity, economic instability,
political uncertainty , and differences in accounting methods.
POST-VENTURE CAPITAL PORTFOLIO
OBJECTIVE AND STRATEGY
(small solid bullet) Post-Venture Capital Portfolio seeks long-term
growth of capital.
(small solid bullet) The Portfolio pursues an aggressive investment
strategy by investing primarily in equity securities of U.S. companies
considered to be in their post-venture capital stage of development.
(small solid bullet) Under normal market conditions, the Portfolio
will invest up to at least 65% of its total assets in equity
securities of "post-venture capital companies." A post-venture
capital company is a company that has received venture capital
financing either (a) during the early stages of the company's
existence or the early stages of the development of a new product or
service or (b) as part of a restructuring or recapitalization of the
company. In addition, the investment of venture capital financing,
distribution of such company's securities to venture capital
investors, or initial public offering ("IPO"), will have been made
within ten years prior to the Portfolio's purchase of the company's
securities.
(small solid bullet) Up to 10% of the Portfolio's assets may be
invested in private equity portfolios that invest in venture capital
companies.
(small solid bullet) A portion of the Portfolio's assets may be
invested in assets of companies expected to experience "special
situations," such as mergers or reorganizations.
(small solid bullet) Up to 20% of the Portfolio's assets may be
invested in foreign securities.
RISK. The main risks associated with the portfolio include risks
associated with equity securities, particularly small, start-up and
special-situation companies. The Portfolio employs aggressive
strategies and may not be appropriate for all investors.
SMALL COMPANY GROWTH PORTFOLIO
OBJECTIVE AND STRATEGY
(small solid bullet) The Portfolio seeks capital growth by investing
primarily in equity securities of small sized U.S. companies that
represent attractive opportunities for capital growth.
(small solid bullet) The Portfolio considers a "small" company to be
one that has a market capitalization, measured at the time the
Portfolio purchases a security of that company, within the range of
capitalizations of companies represented in the Russell 2000 Index. As
of January 31, 1998, the Russell 2000 Index included companies with
market capitalizations between $23.7 million and $2.7 billion.
Companies that outgrow the definition of small company after the
Portfolio has purchased its securities continue to be considered small
for purposes of the Portfolio's investment policies.
(small solid bullet) Small companies may (1) still be in the
development stage, (2) be older companies that appear to be entering a
new stage of growth, or (3) be companies providing products or
services with a high unit volume growth rate.
(small solid bullet) The Portfolio may also invest in securities of
emerging growth companies, which can be either small- or medium-sized
companies that have passed their start up phase and that show positive
earnings and prospects of achieving significant profit and gain in a
relatively short period of time.
(small solid bullet) Emerging growth companies generally stand to
benefit from new products or services, technological developments or
changes in management and other factors and include smaller companies
experiencing unusual developments affecting their market value.
(small solid bullet) The Portfolio is non-diversified and may
invest a greater portion of its assets in the securities of a smaller
number of issuers.
RISK. The Portfolio's main risks are the risks associated with equity
securities, particularly small , start-up , and
special-situation companies. The Portfolio may be subject to
volatility resulting from its non-diversified status.
FUNDS' AVAILABILITY TO SEPARATE ACCOUNTS
Shares of the Funds may also be sold to a variable life separate
account of Fidelity Investments Life and to variable annuity and
variable life separate accounts of other insurance companies. For a
discussion of the possible consequences associated with having the
Funds available to such other separate accounts, see RESOLVING
MATERIAL CONFLICTS on page 46.
THE INVESTMENT ADVISERS
FIDELITY
The investment adviser for the Fidelity Funds is Fidelity Management &
Research Company, a registered adviser under the Investment Advisers
Act of 1940. Fidelity Management & Research Company is the original
Fidelity company and was founded in 1946. It provides a number of
mutual funds and other clients with investment research and portfolio
management services. It maintains a large staff of experienced
investment personnel and a full complement of related support
facilities. As of December 31, 1998, it advised funds having more than
3 9 million shareholder accounts with a total value of more than
$6 94 billion. The portfolios of the Fidelity Funds, as part of
their operating expenses, pay an investment management fee to Fidelity
Management & Research Company. These fees are part of the Funds'
expenses. See the prospectuses for the Funds for discussions of the
Funds' expenses. Fidelity Investments Money Management, Inc. (FIMM), a
s u bsidiary of FMR, chooses investments for Money Market
Portfolio and Investment Grade B ond Portfolio. FIMM also
chooses certain types of investments for Asset Manager, Asset Manager:
Growth, and Balanced Portfolios. Foreign affiliates of FMR may help
choose investments for some of the Funds. BT is a wholly-owned
subsidiary of Bankers Trust Corporation (formerly Bankers Trust New
York Corporation). BT currently serves as sub-adviser and custodian
for the Index 500 Portfolio . BT chooses Index 500 Portfolio's
investments and places orders to buy, sell, and lend the fund's
investments.
MORGAN STANLEY DEAN WITTER INVESTMENT MANAGEMENT INC.
The investment Adviser for the Morgan Stanley Dean Witter
Universal Funds, Inc. is Morgan Stanley Dean Witter Investment
Management Inc., which is a wholly-owned subsidiary of Morgan Stanley
Dean Witter & Co., which is a preeminent global financial services
firm that maintains leading market positions in each of its three
primary businesses - securities, asset management and credit services.
MSDW Investment Management, a registered investment Adviser under the
Investment Advisers Act of 1940, as amended, serves as investment
Adviser to numerous open-end and closed-end investment companies as
well as, to employee benefit plans, endowment funds, foundations and
other institutional investors. MSDW Investment Management's principal
business office is located at 1221 Avenue of the Americas, New York,
New York 10020.
PBHG
The investment Adviser for the PBHG Insurance Series Fund, Inc. is
Pilgrim Baxter & Associates, Ltd. ("Pilgrim Baxter"), a professional
investment management firm and registered investment Adviser that,
along with its predecessors, has been in business since 1982. The
controlling shareholder of Pilgrim Baxter is United Asset Management
Corporation ("UAM"), a New York stock exchange listed holding company
principally engaged through affiliated firms, in providing
institutional investments management services and acquiring
institutional investment management firms. UAM's headquarters are
located at One International Place, Boston, Massachusetts 02110. The
principal business address of the Adviser is 825 Dupertail Road,
Wayne, Pennsylvania 19087. Pilgrim Baxter Value Investors, Inc., the
Sub-Adviser, is a wholly owned subsidiary of Pilgrim Baxter and is a
registered investment Adviser that was formed in 1940. As with the
Adviser, the controlling shareholder of the Sub-Adviser is UAM. The
principal business address of the Sub-Adviser is 825 Dupertail Road,
Wayne, Pennsylvania 19087.
STRONG
The investment Adviser for the Strong Funds is Strong Capital
Management, Inc. The Adviser began conducting business in 1974. Since
then, its principal business has been providing continuous investment
supervision for individuals and institutional accounts, such as
pension funds and profit-sharing plans, as well as mutual funds,
several of which are funding vehicles for variable insurance products.
The Adviser's principal mailing address is P.O. Box 2936, Milwaukee,
Wisconsin 53201. Mr. Richard S. Strong, the Chairman of the Board of
the Fund, is the controlling shareholder of the Adviser.
WARBURG PINCUS
The investment Adviser for the Warburg Pincus Funds is Warburg Pincus
Asset Management, Inc. Incorporated in 1970, Warburg Pincus is
indirectly controlled by Warburg, Pincus & Co. ("WP&Co."), with
which Warburg G.P . has no business other than being a
holding company of Warburg Pincus and its affiliates. Lionel I.
Pincus, the managing partner of WP&Co., may be deemed to control both
WP&Co. and Warburg Pincus. Warburg Pincus' address is 466 Lexington
Avenue, New York, New York 10017-3147.
On February 15, 1999, WP & Co. and Credit Suisse Group announced
that they reached an agreement for Credit Suisse Group to acquire
Warburg Pincus. It is expected that Warburg Pincus will be combined
with Credit Suisse Asset Management (New York), the institutional
asset management and mutual fund arm of Credit Suisse Group. As of
December 31, 1998, Credit Suisse Asset Management had global assets
under management of $210 billion. Under the terms of the arrangement,
no immediate changes are planned to Warburg's investment portfolio
managers and investment professionals.
IMPORTANT
You will find more complete information about the Funds, including the
risks associated with each portfolio, in their respective
prospectuses. You should read them in conjunction with this
prospectus.
FACTS ABOUT THE CONTRACT
PURCHASE OF A CONTRACT
We offer the Contracts only in states in which we have obtained the
necessary approval. The Contracts are available on (1) a non-qualified
basis ("Non-qualified Contracts"), and (2) as Individual Retirement
Annuities ("IRAs") that qualify for special Federal income tax
treatment ("Qualified Contracts").
(small solid bullet) Generally, you may purchase a QUALIFIED CONTRACT
only in connection with a "rollover" of funds from a qualified plan,
tax sheltered annuity , or IRA. To purchase a Qualified Contract
you must make a purchase payment of at least $10,000 and complete an
application form. There are other restrictive provisions limiting the
timing and amount of payments to and distributions from the Qualified
Contract. See TAX CONSIDERATIONS on page 44.
(small solid bullet) To purchase a NON-QUALIFIED CONTRACT, you must
make a purchase payment of at least $2,500 and complete an application
form. For a Non-qualified Contract, the proposed Annuitant must be no
older than 80 years old (for Contracts purchased through a 1035
exchange, the Annuitant must be no older than 85 years old).
(small solid bullet) APPLICATION AND INITIAL PURCHASE PAYMENTS
If we can accept your application and initial purchase payment in the
form received, we will apply the payment to the purchase of a Contract
within two business days after receipt at the Annuity Service Center.
The date that we credit the payment and issue your Contract is called
the Contract Date. If we receive an incomplete application, we will
request the information necessary to complete the application.
Once we receive the completed application, we will apply the initial
payment to the purchase of a Contract within two business days. If the
application remains incomplete for five business days, we will return
your payment unless we obtain your specific permission to retain the
payment pending completion of the application.
A Non-qualified Contract may also be purchased by exchanging Fidelity
Variable Annuity. In this situation, we will exchange the original
contract for a new contract with a purchase price equal to the
contract value of the original contract on the date of the exchange.
In addition, a Contract purchased through such an exchange will be
subject to certain special provisions, which are described throughout
the prospectus. For example, the withdrawal charge is subject to
special rules. See WITHDRAWAL CHARGE on page 40.
(small solid bullet) ADDITIONAL PAYMENTS TO CONTRACTS
You may add money to a Non-qualified Contract during the life of the
Annuitant and before the Annuity Date. The smallest such payment we
will accept is generally $250. You may, however, elect to make regular
monthly payments of a minimum of $100 by authorizing regular transfers
from a checking account. See AUTOMATIC DEDUCTION PLAN on page 47.
Furthermore, we may offer Contracts with lower minimum payment
requirements to individuals under certain sponsored arrangements that
meet our eligibility requirements. See SPECIAL PROVISIONS APPLICABLE
TO SALES UNDER SPONSORED ARRANGEMENTS on page 47.
You may make a telephone request to add an additional payment to
the Contract from either your Fidelity Mutual Fund or Brokerage "core"
account. Additional payment requests by telephone are currently
limited to $100,000 or less with the transfer coming from identical
registrations.
You may make additional payments to a Qualified Contract of additional
rollover contributions from a qualified plan, tax sheltered
annuity , or IRA. See TAX CONSIDERATIONS on page 45. The
smallest such payment we will accept is $2,500, unless your Contract
provides for a lower minimum.
After the free look period, additional payments allocated to the
variable Subaccounts will be credited to your Contract based on the
next computed value of an Accumulation Unit following receipt of your
payment at the Annuity Service Center. See ACCUMULATION UNITS on page
39.
Payments allocated to the Fixed Account will be credited under your
Contract as of the date the payment is received at our Annuity Service
Center. See THE FIXED ACCOUNT on page 44.
We may limit the maximum amount of initial or subsequent payments that
we will accept.
FREE LOOK PRIVILEGE
You may return your Contract for a refund within 10 days (or longer
where required by applicable state insurance law), after you receive
it (the "free look period"). When you are replacing an existing
insurance product with the Contract, we will extend the free look
period to at least 20 days (or longer where required by applicable
state insurance law).
The entire portion of any net purchase payment allocated to the
Variable Account will be invested in the Money Market Subaccount for
the period we estimate or calculate your free look right to be in
existence, which is generally 15 days after the Contract is mailed to
you (25 days if you are replacing an existing insurance product). The
Contract V alue in the Money Market Subaccount will then be
transferred to the Subaccounts you chose on the application or in any
later instructions to us.
For Contracts with large initial payments, we will calculate the exact
date your free look right expires based on the actual date you receive
the Contract.
If you choose not to retain your Contract, return it to our Annuity
Service Center within the free look period. Upon written instruction,
we will cancel the Contract and refund promptly the greater of (1)
your purchase payment without interest, or (2) your Contract Value
plus any amount deducted from your payment prior to allocation to the
variable Subaccounts or the Fixed Account. This provision does not
apply to contracts purchased by exchanging Fidelity Variable
Annuity , as the exchange does not begin a new Contract date. This
provision may vary by state where required by applicable state
insurance law. If you are replacing an existing insurance product with
the Contract and you choose not to retain your Contract, it is
considered a surrender and any gain since you first purchased your old
Contract is taxable.
INVESTMENT ALLOCATION OF YOUR PURCHASE PAYMENTS
At the end of the Valuation Period in which your free look period
expires (by our estimation or calculation), your Contract Value in the
Money Market Subaccount will be allocated among the variable
Subaccounts according to the instructions on your application or your
later instructions to us, based on the respective Accumulation Unit
Values of the Subaccounts at that time. The portion of your initial
payment allocated to the Fixed Account will be credited directly to
the Fixed Account.
Payments after the free look period are allocated directly to the
selected investment options. All percentage allocations must be in
whole numbers. Prior to the Annuity Date, you generally may not
allocate more than $100,000 (including transfers) to the Fixed Account
during any one Contract Year.
(small solid bullet) EXCHANGES AMONG VARIABLE SUBACCOUNTS
You may currently exchange amounts among the variable
Subaccounts before the Annuity Date as often as you wish without
charge. However, excessive exchange activity can disrupt
portfolio management strategy and increase portfolio expenses, which
are borne by all Contract Owners participating in the portfolio
regardless of their exchange activity. Therefore, we reserve
the right to limit the number of exchanges permitted, but not
to fewer than five per Contract Year. For certain contracts issued
after May 1, 1997, FILI also reserves the right to charge for
exchanges in excess of 12 per calendar year.
The request may be in terms of dollars, such as a request to
exchange $5,000 from one Subaccount to another, or may be in
terms of a percentage reallocation among Subaccounts. In the latter
case, the percentages must be in whole numbers. The minimum amount you
may exchange is $250 or, if less, the entire portion of your
Contract Value allocated to a particular Subaccount. You may
exchange amounts or change your investment allocation with
respect to future payments by sending a letter or calling the Annuity
Service Center or, at some future date, on our Internet website. If
your instructions are incomplete (e.g. unclear or percentages do not
equal (100%), your payments will be allocated to the VIP Money Market
Portfolio until we receive your complete instructions.
(small solid bullet) TRANSACTIONS BY TELEPHON E OR INTERNET
(AVAILABLE AT A FUTURE DATE)
Fidelity Investments Life reserves the right to revise or terminate
the telephone or Internet exchange provisions, limit the amount
of or reject any exchange, as deemed necessary, at any time. We will
limit telephone /Internet exchange authorizations to a
combined total of eighteen per calendar year. After this total
is reached, you will only be permitted to complete exchanges in
writing. We will not accept exchange requests via fax.
We will not be responsible for any losses resulting from unauthorized
telephone or Internet exchanges if we follow reasonable
procedures designed to verify the identity of the caller or
Internet user . We may record calls. You should verify the accuracy
of your confirmation statements immediately after you receive them.
(small solid bullet) USE OF MARKET TIMING SERVICES
In some cases, we may sell contracts to individuals who independently
utilize the services of a firm or individual engaged in market timing.
Generally, market timing services obtain authorization from Contract
Owner(s) to make exchanges among the Subaccounts on the basis of
perceived market trends. Because the large exchange of assets
associated with market timing services may disrupt the management of
the portfolios of the Funds, such transactions may become a detriment
to Contract Owners not utilizing the market timing service.
The right to exchange Contract Values among Subaccounts may be subject
to modification if such rights are executed by a market timing firm or
similar third party authorized to initiate exchange transactions on
behalf of a Contract Owner(s). In modifying such rights, we may, among
other things, decline to accept (1) the exchange instructions of any
agent acting under a power of attorney on behalf of more than one
Contract Owner, or (2) the exchange instructions of individual
Contract Owners who have executed pre-authorized exchange forms which
are submitted by market timing firms or other third parties on behalf
of more than one Contract Owner at the same time. We will impose such
restrictions only if we believe that doing so will prevent harm to
other Contract Owners.
(small solid bullet) EFFECTIVE DATE OF EXCHANGES AMONG VARIABLE
SUBACCOUNTS
When you request a n exchange between variable Subaccounts, the
redemption of the requested amount from the Subaccount will always be
effected as of the end of the Valuation Period in which we receive the
request at our Annuity Service Center. We will generally credit that
amount to the new Subaccount at the same time.
However, when (1) you are making an exchange to a Subaccount
which invests in a portfolio that accrues dividends on a daily basis
and requires Federal funds before accepting a purchase order, and (2)
the Subaccount from which the exchange is being made is
investing in an equity portfolio in an illiquid position due to
substantial redemptions or exchanges that require it to sell
portfolio securities in order to make funds available, then the
crediting of the amount exchange d to the new Subaccount may be
delayed. This delay will be until the Subaccount from which the
exchange is being made obtains liquidity through the earliest
of the portfolio's receipt of proceeds from sales of portfolio
securities, new contributions by Contract Owners, or otherwise, but no
longer than seven days. During this period, the amount
exchange d will be uninvested.
(small solid bullet) FIXED ACCOUNT TRANSFERS
You may make transfers to and from the Fixed Account only with our
consent. For certain contracts issued May 1, 1997 or later, we may
discontinue the availability of the Fixed Account for transfers from
the Variable Account or for purchase payments at any time. You may
currently transfer amounts from the variable Subaccounts to the Fixed
Account before the Annuity Date as often as you wish (with one
exception described below) without charge.
The minimum dollar amount you may transfer is $250 from any Subaccount
or, if less, the entire portion of your Contract Value allocated to a
particular Subaccount. If you request a percentage reallocation among
the investment options, the percentages must be in whole numbers.
The amount that you may transfer from the Fixed Account will be
determined by us, at our sole discretion, but will not be less than
25% of the amount invested in the Fixed Account. When the maximum
amount is less than $1000, we permit a transfer of up to $1000. You
may make one transfer out of the Fixed Account during each Contract
Year. We do not permit a transfer into the Fixed Account during the 12
months following a transfer out of the Fixed Account.
When you withdraw or transfer amounts out of the Fixed Account the
amounts that have been credited to the Fixed Account for the shortest
time are withdrawn first. At the end of the current renewal interest
guarantee period, January 31, 2000 , the amount that may be
transferred for the month of February will be declared and will not be
less than the minimums specified above. See THE FIXED ACCOUNT on page
46.
(small solid bullet) IMPORTANT
The portion of your Contract Value allocated to the variable
Subaccounts will change with the investment performance of the
selected Subaccounts. You should periodically review your allocation
of the Contract Value in light of market conditions and your
financial objectives. Exchanges or t ransfers after the Annuity
Date are subject to different limitations. See FIXED, VARIABLE, OR
COMBINATION ANNUITY INCOME OPTIONS on page 44.
ACCUMULATION UNITS
When you allocate your purchase payments to a selected variable
Subaccount, we credit a particular number of Accumulation Units to
your Contract. An Accumulation Unit is a unit of measure used prior to
the Annuity Date to calculate the value of your Contract in the
Subaccounts.
We determine the number of Accumulation Units credited by dividing the
dollar amount allocated to each Subaccount by the value of an
Accumulation Unit for that Subaccount as of the end of the Valuation
Period in which the payment is received at the Annuity Service Center.
The value of each Subaccount's Accumulation Units varies each
Valuation Period (i.e. each day that there is trading on the New York
Stock Exchange) with the Total Return of the Subaccount. The
Total Return reflects the investment performance of the
Subaccount for the Valuation Period and is net of the asset charges to
the Subaccount. See TOTAL RETURN FOR A SUBACCOUNT on page 50.
WITHDRAWALS
You may at any time prior to the Annuity Date surrender your Contract
for its Cash Surrender Value. You may also make partial withdrawals of
$500 or more. You may request a partial withdrawal by telephone.
Withdrawals by telephone are limited to the following criteria: 1)
withdrawals of $500 to $25,000 with no more than $25,000 dollars being
withdrawn during a seven day period; 2) for Contracts that have had an
address change in the last 30 days, the limit is $10,000; and 3) the
check must be made payable to all registered Owners. You may request
to have the money wired to your Fidelity Mutual fund or Brokerage
account with identical registration. We reserve the right to change
telephone withdrawal requirements or limitations.
Certain withdrawals, however, are subject to a penalty tax. See TAX
CONSIDERATIONS on page 47. You may not make a partial withdrawal that,
including the appropriate withdrawal charge, would reduce your
Contract Value to less than $2,500. Unless you provide other
instructions, partial withdrawals (plus any applicable withdrawal
charge) will be taken from all of your selected investment options in
proportion to your Contract Value in each investment option at the
time of the withdrawal.
We will pay you the amount of any surrender or partial withdrawal,
less any required tax withholding, within seven days after we receive
a withdrawal request. We may defer payment from the Variable Account
under certain limited circumstances for a longer period, and we
reserve the right to defer payment from the Fixed Account under any
circumstances for not more than six months. See POSTPONEMENT OF
PAYMENT on page 49.
(small solid bullet) SYSTEMATIC WITHDRAWALS
Contract Owner(s) may elect in writing on a form we provide to take
systematic withdrawals of a specified dollar amount (of at least $100)
on a monthly, quarterly, semi-annual, or annual basis. We will require
a $10,000 minimum Contract Value to begin this program. Systematic
withdrawals will be taken proportionately from all of your selected
investment options at the time of each withdrawal. The withdrawal
charge may also apply to systematic withdrawals as set forth in the
WITHDRAWAL CHARGE section on page 43. If a systematic withdrawal would
bring the Contract Value below $2,500, the systematic withdrawal will
be made only for the amount that will reduce the Contract Value to
$2,500, and the systematic withdrawal option will automatically
terminate.
Each systematic withdrawal is subject to F ederal income taxes,
including any penalty tax that may apply, the same as for any other
withdrawal. We reserve the right to modify or discontinue the
systematic withdrawal program.
SIGNATURE GUARANTEE
A signature guarantee is designed to protect you and Fidelity
Investments Life from fraud. Disbursement or free look requests must
include a signature guarantee if any of the following situations
apply:
1. Your Contract registration has changed within the last 30 days.
2. The requested amount is more than $25,000.
3. The check is being mailed to a different address than the one on
your Contract (record address).
4. The check is made payable to someone other than the Owner(s).
5. The address of record on the Contract has changed in the past 30
days and the request is for $10,000 or more.
6. The Proceeds are being wired to or from a Fidelity account
with different Owner(s) than the annuity Contract.
7. In other circumstances where we deem it necessary for your
protection (e.g. the signature does not resemble the signature we have
on file).
You should be able to obtain a signature guarantee from a bank, broker
dealer (including Fidelity Investor Centers), credit union (if
authorized under state law), securities exchange or association,
clearing agency, or savings association. A notary public cannot
provide a signature guarantee.
CHARGES
The following are all the charges we make under your Contract.
1. PREMIUM TAXES. In general, we do not currently deduct any amount
from your payments for premium taxes. The entire amount of your
purchase payments will be allocated to the investment options you
select. Several states assess a premium tax upon the commencement of
annuity income payments. If you live in a jurisdiction which imposes
such a tax and if annuity income payments commence under your
Contract, we will deduct a charge from your Contract Value for the tax
we incur at the Annuity Date. A few states may require us to pay
premium taxes upon receipt of your payment. Wyoming and South Dakota
currently require us to pay a premium tax upon receipt of your
purchase payment on non-qualified contracts. Currently, there is no
tax imposed on qualified premiums. However, we may make a deduction
for taxes required by any state upon receipt of your payments for
Contracts issued for delivery in that jurisdiction. We reserve the
right to make the deduction in any jurisdiction when we incur these
taxes. As of the date of this prospectus, the current range of state
premium taxes is from 0% to 3.5%.
2. ADMINISTRATIVE CHARGES. Administrative charges compensate us for
the expenses we incur in administering the Contracts. These expenses
include the cost of issuing the Contract, maintaining necessary
systems and records, and providing reports. We seek to cover these
expenses by two types of administrative charges: an annual maintenance
charge and daily administrative charge.
(small solid bullet) ANNUAL MAINTENANCE CHARGE. Currently, on each
Contract Anniversary before the Annuity Date, we deduct an annual
maintenance charge of $30 from your Contract Value. We currently waive
this annual charge prior to the Annuity Date if your total purchase
payments, less any withdrawals, equal at least $25,000. In addition,
we waive this annual maintenance charge for Contracts purchased after
May 1, 1990 by exchanging Fidelity Variable Annuity. Although we do
not now intend to charge more than $30 per year, we reserve the right
to increase this annual charge to up to $50 if warranted by the
expenses we incur.
We also reserve the right to assess this charge against all Contracts
(except for those Contracts issued after May 1, 1990 by exchanging
Fidelity Variable Annuity). We will deduct the annual maintenance
charge from each investment option in proportion to the amount of your
total Contract Value invested in that option on the date of deduction.
We will deduct a pro rata portion of the charge on the Annuity Date or
the date the Contract is surrendered. After the Annuity Date, we
currently waive this charge , but we reserve the right to
deduct this charge on a pro rata basis from each annuity income
payment. The charge assessed after the Annuity Date will never be
greater than the charge that was in effect just prior to the Annuity
Date.
(small solid bullet) DAILY ADMINISTRATIVE CHARGE. Each day, we deduct
from the assets of the Subaccounts, but not the Fixed Account, a
percentage of those assets equivalent to an effective annual rate of
0.05%. We guarantee to never increase this charge above an effective
annual rate of 0.25%.
3. MORTALITY AND EXPENSE RISK CHARGE. We deduct a daily asset charge
for our assumption of mortality and expense risks. We make this charge
by deducting daily from the assets of each Subaccount a percentage
equal to an effective annual rate of not more than 0.75%. As with the
daily administrative charge, this charge does not apply to the Fixed
Account. We guarantee never to increase this charge above an effective
annual rate of 0.75%.
For Contract Owners effecting a life annuity, the mortality risk we
bear is that of making the annuity income payments for the life of the
Annuitant (or the life of the Annuitant and the life of a second
person in the case of a joint and survivor annuity) no matter how long
that might be. We also bear a mortality risk under the Contracts,
regardless of whether an annuity income payment option is actually
effected, in that we make guaranteed purchase rates available. In
addition, we bear a mortality risk by guaranteeing a Death Benefit if
the Annuitant dies prior to the Annuity Date and prior to age 85. This
Death Benefit may be greater than the Contract Value. See DEATH
BENEFIT on page 45.
The expense risk we assume is the risk that the costs of issuing and
administering the Contracts will be greater than we expected when
setting the administrative charges.
ADDITIONAL MORTALITY RISK CHARGE. We may offer the Owner the
opportunity to elect a Death Benefit R ider. If the Owner elects
the R ider, we will deduct a mortality charge once each quarter.
The amount of the charge for each quarter will not exceed 0.10%
of the Contract Value on the date of the quarterly charge. There will
be no charges made once the Annuitant reaches their 85th birthday.
4. WITHDRAWAL CHARGE. We do not assess any sales charge if you keep
your Contract in force for more than five years. If you surrender your
Contract within the first five Contract Years, we will reduce the
amount payable to you by a withdrawal charge (i.e. a contingent
deferred sales charge) to compensate us for the expenses of selling
and distributing the Contracts. In addition, we will impose a
withdrawal charge for sales expenses on certain partial withdrawals
during the first five Contract Years. We do not assess any withdrawal
charge on the death of the Owner or Annuitant. We currently assess a
withdrawal charge upon annuitization if the Contract has been in
existence for less than one year.
Bearing this in mind, the Contract should be viewed as a long-term
investment and insurance product. You may surrender the Contract
without any withdrawal charges for thirty days after notification is
mailed to you of any of the following events: (1) the renewal interest
rate on any portion of your Contract Value allocated to the Fixed
Account decreased by more than 1% from the expiring interest rate; (2)
the maintenance charge is increased above the amount shown in the
Contract at issue; or (3) the maintenance charge is imposed on your
Contract as a result of a change in practice.
There is no withdrawal charge if you withdraw the value of your
Contract in whole or in part after five Contract Years. In addition,
during the first five Contract Years, no withdrawal charge is assessed
against total withdrawals in each Contract Year of an amount up to 10%
of your total purchase payments as of the date of withdrawal. For this
purpose, "total purchase payments" refers to all purchase payments
made less any amounts previously withdrawn that were subject to a
withdrawal charge.
When a partial or full withdrawal is made within the first five
Contract Years, the amount of purchase payments withdrawn from your
Contract Value (less any amount entitled to the 10% exception) will be
subject to a withdrawal charge for sales expenses as follows:
Contract Year Withdrawal Charge As
Percentage of Amount of
Purchase Payments Withdrawn
1 5%
2 4%
3 3%
4 2%
5 1%
6 and later 0%
For purposes of determining this withdrawal charge, we will consider
any amount you withdraw in excess of amounts entitled to the 10%
exception as a withdrawal of purchase payments until you have
withdrawn an amount equal to all your payments. We will consider
amounts withdrawn after an amount equal to your aggregate purchase
payments has been withdrawn to be withdrawals of investment
earnings and not subject to any withdrawal charge.
Additional purchase payments during the first five Contract Years will
increase the dollar amount of the potential withdrawal charge by
increasing the amount of payments that may be withdrawn while the
withdrawal charge is in effect. Additional payments do not, however,
cause the schedule of possible withdrawal charges to start over again.
For example, if an additional payment is made during the fifth
Contract Year and withdrawn later during that same year, it and all
payments withdrawn that year will be subject to a 1% withdrawal
charge. Additional payments after the fifth Contract Year will not be
subject to any possible withdrawal charge.
Free withdrawals are not cumulative. For example, let us assume that
you (1) make an initial purchase payment of $10,000; (2) make no
withdrawals during the first Contract Year; (3) make no additional
purchase payments; and (4) make a withdrawal of $1,500 in the second
Contract Year. Given this example, $1,000 would be free from a
withdrawal charge, but $500 would be subject to a withdrawal charge.
We will waive the withdrawal charge during the free look period if (1)
you purchased your Contract (a) by exchanging another annuity Contract
or life insurance policy, or (b) by trustee to trustee transfer or
direct rollover from an IRA or qualified plan, and (2) (a) you are
exchanging the Contract for another annuity contract, or (b) you are
making a trustee to trustee transfer or direct rollover of the money
in a Qualified Contract to another IRA or a qualified plan.
Under certain circumstances we may waive the withdrawal charge for
certain Owners who have previously exchanged out of a Fidelity
Retirement Reserves Contract and have since purchased a Fidelity
Retirement Reserves Contract through a 1035 exchange.
In connection with a Contract purchased after May 1, 1990 by
exchanging Fidelity Variable Annuity, we will determine the withdrawal
charge as if (a) the new Contract had been purchased on the date the
original Contract was purchased, and (b) any additional purchase
payments made under the original Contract had been made under the new
Contract on the same date they were actually made under the original
Contract.
Since the Contract is intended to be long-term, we expect that the
withdrawal charge will not be sufficient to cover our expenses in
selling the Contracts. To the extent that the withdrawal charges are
not sufficient, we will pay these expenses from our general assets.
These assets may include proceeds from the mortality and expense risk
charge described above.
Subject to regulatory approval, we intend to begin to eliminate the
withdrawal charge during the next sixteen months. Elimination
would be effective on the first Contract Anniversary after we send you
notice of the change. We will send you notice on a date determined by
us, but not before (1) the insurance department of the state in which
the Contract was issued has approved the elimination and (2) similar
approvals have been granted by substantially all other states. We will
not send you notification of elimination of the withdrawal charge if
you have owned your Contract for more than five years, since the
withdrawal charge will have already expired.
5. EXCHANGE CHARGE. On certain contracts issued after May 1,
1997 we reserve the right to charge for exchange s in excess of
12 per calendar year.
6. FUNDS' EXPENSES. The expenses and charges incurred by the Funds are
described in their respective prospectuses.
7. OTHER TAXES. We reserve the right to charge for certain taxes
(other than premium taxes) that we may have to pay. See FIDELITY
INVESTMENTS LIFE'S TAXES on page 51.
DEATH BENEFIT
If the annuitant dies prior to the Annuity Date, we will, upon receipt
of proof of death at the Annuity Service Center, pay a Death Benefit
to the Beneficiary you have designated. If the Death of the Annuitant
occurs on or before his or her 85th birthday, the Death Benefit will
be the greater of (1) or (2) below, except as described in the
following sentence. In general, after approval by the insurance
department in the state in which the Owner's Contract was issued, we
will provide the opportunity to purchase an optional Death Benefit
Rider at the Owner's policy anniversary subsequent to the approval in
substantially all the states. The Death Benefit will then
be the greatest of (1), (2), or (3) below.
1) The purchase payments made, less any partial withdrawals and any
incurred taxes.
2) The Contract Value as of the end of the valuation period that proof
of death is received by the Company at the Annuity Service Center.
3) The highest Contract Value on any Contract Anniversary on or after
the Contract Anniversary when the Death Benefit Rider is added
to the Contract and before the Annuitant reaches age 80, plus any
purchase payments received by the Company after such Contract
Anniversary, reduced for any withdrawals after such Contract
Anniversary as described in the next sentence. Any withdrawals after
such Contract Anniversary will reduce the amount otherwise payable
under this paragraph proportionately to the reduction in the Contract
Value caused by the withdrawal. For Contracts with net purchase
payments greater than $4 million, this value can never exceed the
amount calculated above, multiplied by $4 million, divided by the net
purchase payments.
If the death of the Annuitant occurs after his or her 85th birthday,
the Death Benefit will be the Contract Value on the date that proof of
death is received by the Company at the Annuity Service Center.
If the R ider is available when the Owner submits an application
for th e Contract, the Owner must choose at that time whether or
not to purchase the Dea t h Benefit R ider. There will be a
charge for the Death Benefit R ider, as descri b ed on page
.
The Owner may elect to terminate the Death Benefit rider by providing
advance written notice to the Company. Termination will be effective
as of the date the next charge is scheduled after the Company receives
such notice at the Annuity Service Center.
REQUIRED DISTRIBUTIONS UPON DEATH
Federal tax law requires that if any Owner dies before the Annuity
Date, the entire interest in the Contract must be distributed within
five years after the Owner's death. However, this requirement does not
apply if (1) the Beneficiary's or second Owner's entire interest is
payable over the Beneficiary's or second Owner's lifetime (or a period
not extending beyond the life expectancy of the Beneficiary or second
Owner) by electing annuitization within 60 days of the date of death
with distributions beginning within one year of the date of death, or
(2) the Beneficiary is the surviving spouse of the deceased Owner, in
which case the spouse may elect to continue the Contract as the Owner.
If the Contract is jointly owned and if either Owner dies before the
Annuity Date, the entire interest will be distributed to the surviving
Owner unless the deceased Owner was the Annuitant. In that case, the
Beneficiary will receive the distribution.
If the Owner is a corporation or other non-individual and the
Annuitant dies before the Annuity Date, the Beneficiary's entire
interest in the Contract must be distributed in the same manner as if
the Contract were owned by one individual who was also the Annuitant
and that individual had died prior to the Annuity Date.
The rules regarding required distributions upon the Owner's death are
described in the Statement of Additional Information. We intend to
administer the Contracts to comply with Federal tax law.
ANNUITY DATE
When your Contract is issued, it will generally provide for the latest
permissible Annuity Date to be the first day of the calendar month
following the Annuitant's 85th birthday or, if later, the first day of
the calendar month following the Contract's fifth Contract
Anniversary. You may request that we allow the Annuity Date to be as
late as the first day of the calendar month following the Annuitant's
90th birthday. You may change the Annuity Date by written notice
received at the Annuity Service Center at least 30 days prior to the
current Annuity Date then in effect. The Annuity Date must be the
first day of a month. The earliest permissible Annuity Date is the
first day of the calendar month following the expiration of the free
look period.
SELECTION OF ANNUITY INCOME OPTIONS
While the Annuitant is living and at least 30 days prior to the
Annuity Date, you may elect any one of the annuity income options
described in the Contract. You may also change your election to a
different annuity income option by notifying us in writing at least 30
days prior to the Annuity Date. Once annuity payments begin, depending
on the annuity payment option chosen, it may not be possible to change
later to a different form of payment, or to make any withdrawals.
In the case of a Qualified Contract, you must elect an option before
we make any annuity income payments. If under a Non-qualified Contract
you have not elected an annuity income option at least 30 days prior
to the Annuity Date, the automatic annuity income option will be a
combination annuity for life, with 120 monthly payments guaranteed.
The Contract Value allocated to the Fixed Account, less any
maintenance charge and premium taxes, will be applied to the purchase
of the fixed portion of the annuity. The Contract Value allocated to
the Variable Account, less any maintenance charge and premium taxes,
will be applied to the purchase of the variable portion of the
annuity. See Annuity Income Option No. 3 under TYPES OF ANNUITY INCOME
OPTIONS on page 49.
FIXED, VARIABLE, OR COMBINATION ANNUITY INCOME OPTIONS
You may elect to have annuity income payments made on a fixed basis, a
variable basis, or a combination of both.
(small solid bullet) FIXED ANNUITY INCOME PAYMENTS
If you choose a fixed annuity, the amount of each payment will be set
and will not change. Upon selection of a fixed annuity, your Contract
Value will be transferred to the Fixed Account. The annuity income
payments will be fixed in amount and duration by (1) the fixed annuity
provisions selected, (2) the adjusted age and sex of the Annuitant
(except Contracts utilizing unisex purchase rates), and (3) the then
current guaranteed interest rate used to determine fixed annuity
income payments. In no event will the guaranteed interest rate be less
than 3.0% (3.5% for most Contracts issued before May 1, 1997).
(small solid bullet) VARIABLE ANNUITY INCOME PAYMENTS
If you select a variable annuity, we will transfer your Contract Value
to the Variable Account. The dollar amount of the first variable
annuity income payment will be determined in accordance with (1) the
applicable annuity payment rates, (2) the age and sex of the Annuitant
(except Contracts utilizing unisex purchase rates), and (3) an assumed
annual investment return of 3.5%, unless we also offer an alternative
assumed investment return on the Annuity Date and you select that
alternative.
All subsequent variable annuity income payments are calculated based
on the Subaccount Annuity Units credited to the Contract. Annuity
Units are similar to Accumulation Units except that built into the
calculation of Annuity Unit Values is the assumption that the
Total Return of a Subaccount will equal the assumed investment
return. Thus, with a 3.5% assumed investment return, the Subaccount
Annuity Unit Value will not change if the daily Total Return of
the Subaccount is equivalent to an annual rate of return of 3.5%. If
the Total Return is greater than the assumed investment return,
the Subaccount Annuity Unit Value will increase; if the Total
Return is less than the assumed investment return, the Subaccount
Annuity Unit Value will decrease.
When variable annuity income payments commence, the number of Annuity
Units credited to the Contract in a particular Subaccount is
determined by dividing that portion of the first variable income
annuity payment attributable to that Subaccount by the Annuity Unit
Value of that Subaccount for the Valuation Period in which the Annuity
Date occurs. The number of Annuity Units of each Subaccount credited
to the Contract then remains fixed unless there is a subsequent
transfer or exchange involving the Subaccount. The dollar
amount of each variable annuity income payment after the first may
increase, decrease , or remain constant. The income payment is
equal to the sum of the amounts determined by multiplying the number
of Annuity Units of each Subaccount credited to the Contract by the
Annuity Unit Value for the particular Subaccount for the Valuation
Period in which each subsequent annuity income payment is due.
(small solid bullet) COMBINATION FIXED AND VARIABLE ANNUITY INCOME
PAYMENTS
If you select a combination annuity, your Contract Value will be split
between the Fixed Account and the Variable Account in accordance with
your instructions. Your annuity income payments will be the sum of the
income payment attributable to your fixed portion and the income
payment attributable to your variable portion.
(small solid bullet) IMPORTANT
After the Annuity Date, transfers between the Variable Account and the
Fixed Account are not permitted. Exchanges among the variable
Subaccounts, however, are permitted subject to some limitations. See
EXCHANGE S AMONG SUBACCOUNTS AFTER THE ANNUITY DATE in the
Statement of Additional Information.
TYPES OF ANNUITY INCOME OPTIONS
The Contract provides for three types of annuity income options. All
are available on a FIXED, VARIABLE, or COMBINATION
basis. You may not select more than one option. If your Contract Value
on the Annuity Date would not provide an initial monthly payment of at
least $20, we may pay the proceeds in a single sum rather than
pursuant to the selected option.
1. LIFE ANNUITY. We will make income payments monthly during the
Annuitant's lifetime ceasing with the last payment due prior to the
Annuitant's death. No income payments are payable after the death of
the Annuitant. Thus, it is quite possible that income payments will be
made that are less than the value of the Contract. Indeed, if the
Annuitant were to die within one month after the Annuity Date, only
one monthly income payment would have been made. Because of this risk,
this option offers the highest level of monthly payments.
2. JOINT AND SURVIVOR ANNUITY. Under this option we will provide
monthly income payments during the joint lifetimes of the Annuitant, a
designated second person, and during the lifetime of the survivor.
There are some limitations on the use of this option in Qualified
Contracts. As in the case of the life annuity described above, there
is no guaranteed number of income payments and no income payments are
payable after the death of the Annuitant and the designated second
person.
3. LIFE ANNUITY WITH 120 OR 240 MONTHLY PAYMENTS GUARANTEED. Under
this option we provide monthly income payments during the lifetime of
the Annuitant, and in any event for one hundred twenty (120) or two
hundred forty (240) months certain as elected by you. In the case of a
Qualified Contract, the guarantee period may not exceed the life
expectancy of the Annuitant.
In the event of the death of the Annuitant under this option, the
Contract provides that we will pay any guaranteed monthly income
payments to the Beneficiary or Beneficiaries during the remaining
months of the term selected. However, a Beneficiary may, at any time,
elect to receive the discounted value of his or her remaining income
payments in a single sum. In such event, the discounted value for
fixed or variable annuity income payments will be based on interest
compounded annually at the applicable interest rate used in
determining the first annuity income payment.
Upon the death of a Beneficiary receiving annuity benefits under this
option, the present value of the guaranteed benefits remaining after
we receive notice of the death of the Beneficiary, computed at the
applicable interest rate, shall be paid in a single sum to the estate
of the Beneficiary. The present value is computed as of the Valuation
Period during which notice of the death of the Beneficiary is received
at the Annuity Service Center.
(small solid bullet) You may choose to have income payments made on a
monthly basis or at another frequency such as quarterly,
semi-annually , or annually. In addition to the Annuity Income
Options provided for in the Contracts, other Annuity Income Options
may be made available by the Company.
REPORTS TO OWNERS
During the Accumulation period, four times each Contract Year, we will
send you a statement of your Contract Value, including a summary of
all transactions since the preceding quarterly statement.
You should verify the accuracy of your transaction confirmations and
monthly sta t ements immediately after you receive them.
Information contained on transaction co n firmations and account
statements is conclusive unless you object in writing within five
and ten days, respectively.
In addition, we will send you semiannual reports containing financial
statements for the Variable Account and a list of portfolio securities
of the Funds, as required by the Investment Company Act of 1940.
THE FIXED ACCOUNT
BECAUSE OF EXEMPTIVE AND EXCLUSIONARY PROVISIONS, INTERESTS IN THE
FIXED ACCOUNT OPTION UNDER THE CONTRACTS HAVE NOT BEEN REGISTERED
UNDER THE SECURITIES ACT OF 1933 AND THE GENERAL ACCOUNT HAS NOT BEEN
REGISTERED AS AN INVESTMENT COMPANY UNDER THE INVESTMENT COMPANY ACT
OF 1940. ACCORDINGLY, INTERESTS IN THE FIXED ACCOUNT OPTION ARE NOT
SUBJECT TO THE PROVISIONS OF THOSE ACTS, AND FIDELITY INVESTMENTS LIFE
HAS BEEN ADVISED THAT THE STAFF OF THE SECURITIES AND EXCHANGE
COMMISSION HAS NOT REVIEWED THE DISCLOSURES IN THIS PROSPECTUS
RELATING TO THE FIXED ACCOUNT OPTION. DISCLOSURES REGARDING THE
GENERAL ACCOUNT MAY, HOWEVER, BE SUBJECT TO CERTAIN GENERALLY
APPLICABLE PROVISIONS OF THE FEDERAL SECURITIES LAWS RELATING TO THE
ACCURACY AND COMPLETENESS OF STATEMENTS MADE IN PROSPECTUSES.
FACTS ABOUT THE FIXED ACCOUNT
(small solid bullet) As noted earlier, you may allocate purchase
payments or transfer all or a part of your Contract Value to a
fixed-rate investment option funded through our general account (the
"Fixed Account"). The Fixed Account may also be referred to as the
"Guaranteed Account."
(small solid bullet) Any funds in the Fixed Account do not fluctuate
with the investment experience of our general account.
(small solid bullet) We guarantee that funds held in the Fixed Account
will accrue interest daily at an annual rate that will never be less
than 3.0% (3.5% for most Contacts issued before May 1, 1997).
(small solid bullet) When a purchase payment is received or an amount
is transferred into the Fixed Account, an interest rate will be
assigned to that amount. That rate will be guaranteed for a certain
period of time depending on when the amount was allocated to the Fixed
Account.
When this initial period expires, a new interest rate will be assigned
to that amount which will be guaranteed for a period of at least a
year. Thereafter, interest rates credited to that amount will be
similarly guaranteed for successive periods of at least one year.
Therefore, different interest rates may apply to different amounts in
the Fixed Account depending on when the amount was initially
allocated. Furthermore, the interest rate applicable to any particular
amount may vary from time to time.
(small solid bullet) For certain contracts issued May 1, 1997 or
later, we may discontinue the availability of the Fixed Account for
transfers from the Variable Account or for purchase payments at any
time.
(small solid bullet) The amount of your Contract Value in the Fixed
Account and the amount of interest credited will be included in the
quarterly statements we send to you. See REPORTS TO OWNERS on page .
MORE ABOUT THE CONTRACT
TAX CONSIDERATIONS
We do not intend the following discussion to be tax advice. For tax
advice you should consult a tax Adviser. Although the following
discussion is based on our understanding of Federal income tax laws as
currently interpreted, there is no guarantee that those laws or
interpretations will not change. The following discussion does not
take into account state or local income tax or other considerations
which may be involved in the purchase of a Contract or the exercise of
options under the Contract. In addition, the following discussion
assumes that the Contract is owned by an individual, and we do not
intend to offer the Contracts to "non natural" persons such as
corporations, unless the Contract is held by such person as a nominee
for an individual. (If the Contract is not owned by or held for a
natural person, the Contract will generally not be treated as an
annuity for tax purposes.)
The following discussion assumes that the Contract will be treated as
an annuity for Federal income tax purposes. Section 817(h) of the Code
provides that the investments of a separate account underlying a
variable annuity contract (or the investments of a mutual fund, the
shares of which are owned by the variable annuity separate account)
must be "adequately diversified" in order for the Contract to be
treated as an annuity for tax purposes. The Treasury Department has
issued regulations prescribing such diversification requirements. The
Variable Account, through each of the portfolios of the Funds, intends
to comply with these requirements. We have entered into agreements
with the Funds that require the Funds to operate in compliance with
the Treasury Department's requirements.
In connection with the issuance of prior regulations relating to
diversification requirements, the Treasury Department announced that
such regulations do not provide guidance concerning the extent to
which owners may direct their investments to particular divisions of a
separate account. It is not clear when additional guidance will be
provided, whether it will be provided at all, or whether it will be
prospective only. It is possible that if guidance is issued the
Contract may need to be modified to comply with it.
In addition, to qualify as an annuity for Federal tax purposes, the
Contract must satisfy certain requirements for distributions in the
event of the death of the Owner of the Contract. The Contract contains
such required distribution provisions. For further information on
these requirements see the Statement of Additional Information.
The individual situation of each Owner or Beneficiary will determine
the Federal estate taxes and the state and local estate, inheritance
and other taxes due if an Owner or the Annuitant dies.
QUALIFIED CONTRACTS
You may use the Contract as an individual retirement annuity. Under
Section 408(b) of the Code, eligible individuals may contribute to an
individual retirement annuity ("IRA"). The Code permits certain
"rollover" contributions to be made to an IRA. In particular, certain
qualifying distributions from another qualified plan, tax sheltered
annuity , or IRA may be received tax-free if rolled over to an
IRA within 60 days of receipt. Because the Contract's minimum initial
payment of $10,000 is greater than the maximum annual contribution
permitted to an IRA, a Qualified Contract may be purchased only in
connection with a "rollover" of the proceeds from a qualified plan,
tax sheltered annuity , or IRA.
IN ADDITION, QUALIFIED CONTRACTS WILL NOT ACCEPT ANY SUBSEQUENT
CONTRIBUTIONS OTHER THAN ADDITIONAL ROLLOVER CONTRIBUTIONS FROM A
QUALIFIED PLAN, TAX SHELTERED ANNUITY , OR IRA.
In order to qualify as an IRA under Section 408(b) of the Code, a
Contract must contain certain provisions:
(1) the Owner of the Contract must be the Annuitant and, except for
certain transfers incident to a divorce decree, the Owner cannot be
changed and the Contract cannot be transferable;
(2) the Owner's interest in the Contract cannot be forfeitable; and
(3) annuity and death benefit payments must satisfy certain minimum
distribution requirements. Contracts issued on a qualified basis will
conform to the requirements for an IRA and will be amended to conform
to any future changes in the requirements for an IRA.
CONTRACT VALUES AND PROCEEDS
Under current law, you will not be taxed on increases in the value of
your Contract until a DISTRIBUTION occurs.
(small solid bullet) A distribution may occur in the form of a
withdrawal, death benefit payment, or payments under an Annuity Income
Option.
(small solid bullet) An amount received as a loan under, or the
assignment or pledge of any portion of the value of, a Contract may
also be treated as a distribution. In the case of a Qualified
Contract, you may not receive or make any such loan or pledge. Any
such loan or pledge will result in disqualification of the Contract
and inclusion of the value of the entire Contract in income.
(small solid bullet) Additionally, a transfer of a Non-qualified
Contract for less than full and adequate consideration will result in
a deemed distribution, unless the transfer is to your spouse (or to a
former spouse pursuant to a divorce decree).
(small solid bullet) The taxable portion of a distribution is
generally taxed as ordinary income.
(small solid bullet) TAXES ON SURRENDER OF CONTRACT BEFORE ANNUITY
INCOME PAYMENTS BEGIN
If you fully surrender your Contract before annuity income payments
commence, you will be taxed on the portion of the distribution that
exceeds your cost basis in your Contract.
For NON-QUALIFIED CONTRACTS, the cost basis is generally the amount of
your payments, and the taxable portion of the proceeds is taxed as
ordinary income.
For QUALIFIED CONTRACTS, the cost basis is generally zero, and the
entire amount of the surrender payment is generally taxed as ordinary
income.
In addition, for BOTH QUALIFIED AND NON-QUALIFIED CONTRACTS, amounts
received as the result of the death of the Owner or Annuitant that are
in excess of your cost basis will also be taxed.
(small solid bullet) TAXES ON PARTIAL WITHDRAWALS
Partial withdrawals under a NON-QUALIFIED CONTRACT are treated for tax
purposes as first being taxable withdrawals of investment income,
rather than as return of purchase payments, until all investment
income earned by your Contract has been withdrawn. You will be taxed
on the amount withdrawn to the extent that your Contract Value at that
time, unreduced by the withdrawal charge, exceeds your payments.
Partial withdrawals under a QUALIFIED CONTRACT are prorated between
taxable income and non-taxable return of investment. Generally, the
cost basis of a Qualified Contract is zero, and the partial withdrawal
will be fully taxed.
All annuity contracts issued by the same company (or an affiliated
company) to the same contract owner during any calendar year are
treated as one annuity contract for purposes of determining the amount
includible in income of any distribution that is not received as an
annuity payment. In the case of a QUALIFIED CONTRACT, the tax law
requires for all post-1986 contributions and distributions that all
individual retirement accounts and annuities be treated as one
contract.
(small solid bullet) TAXES ON INCOME PAYMENTS
Although the tax consequences may vary depending on the form of
annuity selected under the Contract, the recipient of an annuity
income payment under the Contract generally is taxed on the portion of
such income payment that exceeds the cost basis in the Contract. For
variable annuity income payments, the taxable portion is determined by
a formula that establishes a specific dollar amount that is not taxed.
This dollar amount is determined by dividing the Contract's cost basis
by the total number of expected periodic income payments. However, the
entire distribution will be fully taxable once the recipient is deemed
to have recovered the dollar amount of the investment in the Contract.
For QUALIFIED CONTRACTS, the cost basis is generally zero and each
annuity income payment is fully taxed.
(small solid bullet) 10% PENALTY TAX ON EARLY WITHDRAWALS OR
DISTRIBUTIONS
A penalty tax equal to 10% of the amount treated as taxable income may
be imposed on distributions. The penalty tax applies to early
withdrawals or distributions. The penalty tax is not imposed on:
(1) distributions made to persons on or after age 59 1/2;
(2) distributions made after death of the Owner;
(3) distributions to a recipient who has become disabled;
(4) distributions in substantially equal installments made for the
life of the taxpayer or the lives of the taxpayer and a designated
second person; and
(5) in the case of Qualified Contracts, distributions received from
the rollover of the Contract into another qualified contract or IRA.
(small solid bullet) OTHER TAX INFORMATION
In the case of a Contract held in custody for a minor under the
Uniform Gifts to Minors Act or the Uniform Transfers to Minors Act, a
distribution under the Contract ordinarily is taxable to the minor.
Whether the penalty tax applies to such a distribution ordinarily is
determined by the circumstance or characteristics of the minor, not
the custodian. Thus, for example, a distribution taxable to a minor
will not qualify for the exception to the penalty tax for
distributions made on or after age 59 1/2, even if the custodian is 59
1/2 or older.
In addition, in the case of a Qualified Contract, a 50% excise tax is
imposed on the amount by which minimum required annuity or death
benefit distributions exceed actual distributions.
Penalty taxes also are imposed on aggregate distributions from
specified retirement programs (including IRAs) in excess of a
specified amount annually and in certain other circumstances.
We will withhold and remit to the U.S. Government a part of the
taxable portion of each distribution made under the Contract, unless
the Owner, Annuitant , or Beneficiary files a written election
prior to the distribution stating that he or she chooses not to have
any amounts withheld.
FIDELITY INVESTMENTS LIFE'S TAXES
The earnings of the Variable Account are taxed as part of our
operations. Under the current provisions of the Code, we do not expect
to incur Federal income taxes on earnings of the Variable Account to
the extent the earnings are credited under the Contracts. Based on
this, no charge is being made currently to the Variable Account for
our Federal income taxes. We will periodically review the need for a
charge to the Variable Account for company Federal income taxes. Such
a charge may be made in future years for any Federal income taxes that
would be attributable to the Contracts.
Under current laws we may incur state and local taxes (in addition to
premium taxes) in several states. At present, these taxes are not
significant and are not charged against the Contracts or the Variable
Account. If the amount of these taxes changes substantially, we may
make charges for such taxes against the Variable Account.
OTHER CONTRACT PROVISIONS
You should also be aware of the following important provisions of your
Contract.
1. OWNER. As an Owner named in the application, you have the rights
and privileges specified in the Contract. If there are two Owners they
must be spouses. Owners own the Contract in accordance with its terms.
Because they are inconsistent with the operation of the Contract, we
will not accept applications with additional legal terms such as
"tenancy by the entirety," "joint tenants in common , " or "joint
ownership by husband and wife."
Prior to the Annuity Date and during the lifetime of the Annuitant,
you may change an Owner or Beneficiary (but not the Annuitant) by
notifying us in writing. You may not, however, change the Owner of a
Qualified Contract. A change in the Owner of a Non-qualified Contract
will take effect on the date the request was signed, but it will not
apply to any payments we make before the request is received and
recorded at the Annuity Service Center. If there are two Owners, both
Owners must provide any written authorizations.
2. BENEFICIARY. The Beneficiary(ies) is (are) named on the application
unless later changed. We will pay the proceeds to the Beneficiary or
Beneficiaries if all the Owners or the Annuitant dies before the
Annuity Date. No Beneficiary has rights in the C ontract until
all the Owners or the Annuitant has died. If no Beneficiary survives
the deceased Annuitant or the last deceased Owner, the proceeds will
be paid to the surviving Owner(s) or to the estate or estates of the
deceased Owner(s). All Beneficiaries must be identified by name. A
Beneficiary may be a "Primary Beneficiary" or a "Contingent
Beneficiary." No Contingent Beneficiary has the right to proceeds
unless all of the Primary Beneficiaries die before proceeds are
determined.
3. MISSTATEMENT OF AGE OR SEX. If the age or sex of the Annuitant has
been misstated, we will change the benefits to those which the
proceeds would have purchased had the correct age and sex been stated.
If the misstatement is not discovered until after annuity income
payments have started, we will take the following action: (1) if we
made any overpayments, we may add interest at the rate of 6% per year
compounded annually and charge them against income payments to be made
in the future; or (2) if we made any underpayments, the balance plus
interest at the rate of 6% per year compounded annually will be paid
in a single sum.
4. ASSIGNMENT. You may assign a Non-qualified Contract at any time
during the lifetime of the Annuitant and before the Annuity Date. See
TAX CONSIDERATIONS on page . No assignment will be binding on us
unless it is written in a form acceptable to us and received at our
Annuity Service Center. An assignment will affect your rights and the
rights of any Beneficiary. We will not be responsible for the validity
of any assignment. A Qualified Contract may not be assigned. An
assignment is (1) a change of Owner and Beneficiary to the Assignee,
or (2) a change of the Contract by the Owner(s) which is not a change
of Owner or Beneficiary, but their rights will be subject to the terms
of the assignment.
5. DIVIDENDS. Our variable annuity c ontracts are
"non-participating." This means that they do not provide for
dividends. Investment results under the Contracts are reflected in
benefits.
SELLING THE CONTRACTS
Fidelity Brokerage Services, Inc. and Fidelity Insurance Agency, Inc.,
affiliates of FMR Corp., our parent company, will distribute the
Contracts. Fidelity Brokerage Services, Inc. is the principal
underwriter (distributor) of the Contracts. Fidelity Distributors
Corporation is the distributor of the Fidelity family of funds,
including the Fidelity Funds. The principal business address of
Fidelity Brokerage Services, Inc. and Fidelity Distributors
Corporation is 82 Devonshire Street, Boston, Massachusetts 02109.
We pay Fidelity Insurance Agency, Inc. first year sales compensation
of not more than 2% of payments received in the first Contract Year as
well as renewal sales compensation in later years based on persistency
of Contracts and the size of Contract Values. Our renewal sales
compensation payments will be approximately equal to 0.10% of the
Contract Value as of the end of each Contract Year.
AUTOMATIC DEDUCTION PLAN
Under the automatic deduction plan ("Automatic Annuity Builder") you
can make regular payments by pre-authorized transfers from a checking
account. Your checking account must be at a banking institution which
is a member of ACH (Automatic Clearing House). The minimum regular
payment is $100. This minimum may be reduced for Contracts issued
under certain sponsored arrangements. Transactions pursuant to an
automatic deduction plan will be confirmed in your quarterly
statement. We reserve the right to restrict your participation in the
automatic deduction plan if your checking account has insufficient
funds to cover the transfer.
SPECIAL PROVISIONS APPLICABLE TO SALES UNDER SPONSORED ARRANGEMENTS
(small solid bullet) REDUCTION OF CHARGES
We may reduce the annual maintenance charge and/or the withdrawal
charge on Contracts offered to individuals under a sponsored
arrangement. See CHARGES on page . We determine the eligibility of
groups for such reduced charges, and the amount of such reductions for
particular groups, by considering the following factors: (1) the size
of the group; (2) the total amount of purchase payments expected to be
received from the group; (3) the nature of the group and the
persistency expected in that group; (4) the purpose for which the
Contracts are purchased and whether that purpose makes it likely that
expenses will be reduced; and (5) any other circumstances which we
believe to be relevant in determining whether reduced sales or
administrative expenses may be expected.
Some of the reductions in charges for these sales may be contractually
guaranteed; other reductions may be withdrawn or modified on a uniform
basis. Our reductions in charges for sponsored sales will not be
unfairly discriminatory to the interests of any Contract Owners.
Contracts issued under a sponsored arrangement generally utilize
unisex annuity purchase rates.
(small solid bullet) REDUCTION OF MINIMUM PURCHASE PAYMENT
REQUIREMENTS
We may also reduce minimum purchase payment requirements on Contracts
issued under these arrangements. Because of these reductions, we
include a provision in such Contracts that allows us to cancel
smaller, inactive Contracts. If we cancel your Contract under this
provision, we will pay you your Contract Value in a single sum
payment. Specifically, we may, at our option, cancel such a Contract
prior to the Annuity Date if all of the following conditions exist at
the same time: (1) no purchase payments have been made during the
previous 24 months; (2) the total purchase payments credited to the
Contract are less than $2,000; and (3) the Contract Value is less than
$2,000.
DOLLAR COST AVERAGING
Dollar Cost Averaging allows you to make automatic monthly dollar
amount exchanges from either the Money Market Subaccount or the
Investment Grade Bond Subaccount (the "Source Account") to any of the
other variable Subaccounts. Dollar cost averaging exchange s are
allowed from one Source Account only and are not permitted to the
Fixed Account. Dollar cost averaging will not be allowed in
conjunction with the Automatic Rebalance feature described in this
prospectus.
These monthly exchange s will take effect on the same day each
month. You may select any date from the 1st to the 28th as the date
for your dollar cost averaging exchanges (the
" Exchange Date"). If the New York Stock Exchange is not open on
your selected date in a particular month, the exchange will be
made at the close of the Valuation Period that includes the date you
selected. Your exchange s will continue until the balance in the
Source Account is exhausted or you notify us to cancel dollar cost
averaging for your Contract.
The minimum monthly exchange allowed to any variable Subaccount
is $250.
Dollar cost averaging is available at no charge. Fidelity Investments
Life reserves the right to modify or terminate the dollar cost
averaging feature.
AUTOMATIC REBALANCING
Automatic Rebalancing is available to you. Automatic Rebalancing is
designed to help you maintain your specified allocation mix between
the Investment Options. You can direct Fidelity Investments Life to
readjust your allocations on a quarterly, semi-annual, or annual basis
to return to the allocations you select on the rebalancing instruction
form. These exchange s will be made on the same day of each
month. You may select any date from the 1st to the 28th as the date
for your automatic rebalancing exchange s. If the New
York Stock Exchange is not open on your selected date in a particular
month, the exchange s will be made at the close of the Valuation
Period that includes the date you selected. Your exchange s will
continue until you notify us to cancel Automatic Rebalancing for your
Contract.
Automatic Rebalancing is available at no charge. Fidelity Investments
Life reserves the right to modify or terminate the automatic
rebalancing feature.
(small solid bullet) You may not participate in Automatic Rebalancing
and the Dollar Cost Averaging program at the same time.
POSTPONEMENT OF PAYMENT
(small solid bullet) In general, we will ordinarily pay any partial or
full cash withdrawal within seven days after we receive your request.
(small solid bullet) We will usually pay any Death Benefit within
seven days after we receive proof of the Annuitant's death.
(small solid bullet) However, we may delay payment if (a) the disposal
or valuation of the Variable Account's assets is not reasonably
practicable because the New York Stock Exchange is closed for other
than a regular holiday or weekend, trading is restricted by the SEC,
or the SEC declares that an emergency exists; or (b) the SEC by order
permits postponement of payment to protect our Contract Owners.
(small solid bullet) In addition, we reserve the right to delay
payment of any partial or full cash withdrawal from the Fixed Account
for not more than six months. If payment from the Fixed Account is
delayed for more than 30 days, we will credit it with interest from
the date of withdrawal at a rate not less than 3.0% per year
compounded annually (3.5% per year for most Contracts issued before
May 1, 1997) or, if greater, the rate required by law.
MORE ABOUT THE VARIABLE ACCOUNT AND THE FUNDS
CHANGES IN INVESTMENT OPTIONS
We may from time to time make additional Subaccounts available to you.
These Subaccounts will invest in investment portfolios that we find
suitable for the Contracts.
We also have the right to eliminate Subaccounts from the Variable
Account, to combine two or more Subaccounts, or to substitute a new
portfolio or fund for the portfolio in which a Subaccount invests.
A substitution may become necessary if, in our judgment, a portfolio
or Fund no longer suits the purposes of the Contracts. This may happen
due to a change in laws or regulations, a change in a portfolio's
investment objectives or restrictions, because the portfolio is no
longer available for investment, or for some other reason. We would
obtain prior approval from the SEC and any other required approvals
before making such a substitution.
We also reserve the right to operate the Variable Account as a
management investment company under the 1940 Act or any other form
permitted by law or to deregister the Variable Account under such Act
in the event such registration is no longer required.
TOTAL RETURN FOR A SUBACCOUNT
A Subaccount's Total Return depends on how the investments of the
Subaccount perform. We determine the Total Return of a Subaccount at
the end of each Valuation Period. Such determinations are made as of
the close of business each day the New York Stock Exchange is open for
business. The Total Return reflects the investment performance of the
Subaccount for the Valuation Period and is net of the asset charges to
the Subaccounts.
Shares of the Funds are valued at net asset value. Any dividends or
capital gains distributions of a portfolio of the Funds are reinvested
in shares of that portfolio.
VOTING RIGHTS
We will vote shares of the Funds owned by the Variable Account
according to your instructions. However, if the Investment Company Act
of 1940 or any related regulations or interpretations should change,
and we decide that we are permitted to vote the shares of the Funds in
our own right, we may decide to do so.
Before the Annuity Date, we calculate the number of shares that you
may instruct us to vote by dividing your Contract Value in a
Subaccount by the net asset value of one share of the corresponding
portfolio. If variable annuity income payments have commenced, we
calculate the number of shares that the payee may instruct us to vote
by dividing the reserve maintained in each Subaccount to meet the
obligations under the Contract by the net asset value of one share of
the corresponding portfolio. Fractional votes will be counted. We
reserve the right to modify the manner in which we calculate the
weight to be given to your voting instructions where such a change is
necessary to comply with then current Federal regulations or
interpretations of those regulations.
We will determine the number of shares you can instruct us to vote 90
days or less before the applicable Fund shareholder meeting. At least
14 days before the meeting, we will send you material by mail for
providing us with your voting instructions.
If your voting instructions are not received in time, we will vote the
shares in the same proportion as the instructions received from other
Contract Owners. We will also vote shares we hold in the Variable
Account that are not attributable to Contract Owners in the same
proportionate manner.
Under certain circumstances, we may be required by state regulatory
authorities to disregard voting instructions. This may happen if
following such instructions would change the sub-classification or
investment objectives of the portfolios, or result in the approval or
disapproval of an investment a dvisory contract.
Under Federal regulations, we may also disregard instructions to vote
for Contract Owner-initiated changes in investment policies or the
investment adviser if we disapprove of the proposed changes. We would
disapprove a proposed change only if it were contrary to state law,
prohibited by state regulatory authorities, or if we decided that the
change would result in overly speculative or unsound investments. If
we ever disregard voting instructions, we will include a summary of
our actions in the next semiannual report.
RESOLVING MATERIAL CONFLICTS
The investment portfolios of the Fidelity Funds are available to
registered separate accounts offering variable annuity and variable
life products of other participating insurance companies, as well as
to the Variable Account and other separate accounts we establish.
Other Funds may be offered to qualified plans as well.
Although we do not anticipate any disadvantages to this, there is a
possibility that a material conflict may arise between the interest of
the Variable Account and one or more of the other separate accounts
participating in the Funds. A conflict may occur due to a change in
law affecting the operations of variable life and variable annuity
separate accounts, differences in the voting instructions of our
Contract Owners and those of other companies, or some other reason. In
the event of a conflict, we will take any steps necessary to protect
our Contract Owners and variable annuity payees.
PERFORMANCE
Performance information for the variable Subaccounts may appear in
reports and advertising to current and prospective Contract Owners.
The performance information is based on historical investment
experience of the Subaccounts and the Funds and does not indicate or
represent future performance.
(small solid bullet) TOTAL RETURNS are based on the overall dollar or
percentage change in value of a hypothetical investment. Total return
quotations reflect changes in Fund share price, the automatic
reinvestment by the separate account of all distributions and the
deduction of applicable annuity charges (including any contingent
deferred sales charges that would apply if a Contract Owner
surrendered the Contract at the end of the period indicated).
Quotations of total return may also be shown that do not take into
account certain contractual charges such as a maintenance charge or a
contingent deferred sales load. The total return percentage will be
higher under this method than under the standard method described
above.
(small solid bullet) A CUMULATIVE TOTAL RETURN reflects performance
over a stated period of time.
(small solid bullet) An AVERAGE ANNUAL TOTAL RETURN reflects the
hypothetical annually compounded return that would have produced the
same cumulative total return if the performance had been constant over
the entire period. Because average annual total returns tend to smooth
out variations in a Subaccount's returns, you should recognize that
they are not the same as actual year-by-year results.
(small solid bullet) Some Subaccounts may also advertise YIELD. These
measures reflect the income generated by an investment in the
Subaccount over a specified period of time. This income is annualized
and shown as a percentage. Yields do not take into account capital
gains or losses or the contingent deferred sales load. The standard
quotations of yield reflect the maintenance charge. Quotations of
yield may also be shown that do not reflect the maintenance charge.
The yield calculation will be higher under this method than under the
standard method.
(small solid bullet) The MONEY MARKET SUBACCOUNT may advertise its
CURRENT and EFFECTIVE YIELD. Current yield reflects the income
generated by an investment in the Subaccount over a 7 day period.
Effective yield is calculated in a similar manner except that income
earned is assumed to be reinvested. The INVESTMENT GRADE BOND, HIGH
INCOME and EMERGING MARKETS DEBT SUBACCOUNTS may advertise a 30 DAY
YIELD which reflects the income generated by an investment in the
Subaccount over a 30 day period.
LITIGATION
No litigation is pending that would have a material effect on us or
the Variable Account.
APPENDIX A
Accumulation Unit Values
Fidelity Investments Variable Annuity Account I
Condensed Financial Information
Money Market Subaccount
<TABLE>
<CAPTION>
<S> <C> <C> <C>
Accumulation Unit Value at Accumulation Unit Value at Number of Accumulation Units
Beginning of Period End of Period at End of Period
1998 15.98 16.72 42,335,962
1997 15.30 15.98 28,256,730
1996 14.66 15.30 33,393,564
1995 13.99 14.66 26,268,846
1994 13.55 13.99 24,546,739
1993 13.26 13.55 10,961,418
1992 12.89 13.26 8,273,590
1991 12.27 12.89 6,461,782
1990 11.48 12.27 5,020,276
1989 10.62 11.48 1,449,116
</TABLE>
High Income Subaccount
<TABLE>
<CAPTION>
<S> <C> <C> <C>
Accumulation Unit Value at Accumulation Unit Value at Number of Accumulation Units
Beginning of Period End of Period at End of Period
1998 29.00 27.53 9,274,597
1997 24.89 29.00 10,481,116
1996 22.05 24.89 9,856,952
1995 18.47 22.05 7,797,315
1994 18.94 18.47 5,106,950
1993 15.88 18.94 5,122,946
1992 13.03 15.88 2,624,011
1991 9.73 13.03 859,030
1990 10.07 9.73 356,960
1989 10.63 10.07 273,152
</TABLE>
Equity-Income Subaccount
<TABLE>
<CAPTION>
<S> <C> <C> <C>
Accumulation Unit Value at Accumulation Unit Value at Number of Accumulation Units
Beginning of Period End of Period at End of Period
1998 39.39 43.62 34,627,026
1997 31.05 39.39 40,838,032
1996 27.44 31.05 43,073,117
1995 20.52 27.44 41,937,122
1994 19.36 20.52 30,415,281
1993 16.54 19.36 19,318,902
1992 14.28 16.54 8,648,323
1991 10.98 14.28 3,225,101
1990 13.09 10.98 1,391,751
1989 11.27 13.09 714,730
</TABLE>
Growth Subaccount
<TABLE>
<CAPTION>
<S> <C> <C> <C>
Accumulation Unit Value at Accumulation Unit Value at Number of Accumulation Units
Beginning of Period End of Period at End of Period
1998 42.76 59.17 22,783,884
1997 34.97 42.76 23,048,124
1996 30.80 34.97 26,772,269
1995 22.98 30.80 23,019,869
1994 23.22 22.98 17,470,386
1993 19.64 23.22 12,073,224
1992 18.15 19.64 8,401,957
1991 12.60 18.15 4,162,470
1990 14.42 12.60 1,654,455
1989 11.08 14.42 434,747
</TABLE>
Overseas Subaccount
<TABLE>
<CAPTION>
<S> <C> <C> <C>
Accumulation Unit Value at Accumulation Unit Value at Number of Accumulation Units
Beginning of Period End of Period at End of Period
1998 23.52 26.31 9,537,903
1997 21.30 23.52 10,512,524
1996 19.00 21.30 11,419,855
1995 17.50 19.00 9,560,376
1994 17.37 17.50 14,336,196
1993 12.79 17.37 8,857,429
1992 14.47 12.79 1,983,970
1991 13.51 14.47 1,413,997
1990 13.89 13.51 1,086,588
1989 11.11 13.89 160,830
</TABLE>
Investment Grade Bond Subaccount
<TABLE>
<CAPTION>
<S> <C> <C> <C>
Accumulation Unit Value at Accumulation Unit Value at Number of Accumulation Units
Beginning of Period End of Period at End of Period
1998 18.75 20.24 11,642,575
1997 17.36 18.75 5,524,907
1996 16.99 17.36 4,615,384
1995 14.63 16.99 3,993,107
1994 15.35 14.63 3,151,087
1993 13.98 15.35 3,714,356
1992 13.24 13.98 2,651,021
1991 11.48 13.24 1,860,441
1990 10.93 11.48 486,509
1989 10.01 10.93 106,584
</TABLE>
Asset Manager Subaccount
<TABLE>
<CAPTION>
<S> <C> <C> <C>
Accumulation Unit Value at Accumulation Unit Value at Number of Accumulation Units
Beginning of Period End of Period at End of Period
1998 24.80 28.30 27,415,335
1997 20.76 24.80 30,320,855
1996 18.29 20.76 33,062,627
1995 15.80 18.29 39,821,641
1994 16.99 15.80 56,621,559
1993 14.18 16.99 48,441,225
1992 12.80 14.18 22,395,511
1991 10.55 12.80 6,736,284
1990 9.98 10.55 1,376,582
1989* 10.00 9.98 223,855
</TABLE>
* PERIOD FROM 9/1/92 TO 12/31/92
Index 500 Subaccount
<TABLE>
<CAPTION>
<S> <C> <C> <C>
Accumulation Unit Value at Accumulation Unit Value at Number of Accumulation Units
Beginning of Period End of Period at End of Period
1998 24.83 31.60 32,083,136
1997 18.90 24.83 28,695,264
1996 15.54 18.90 18,160,844
1995 11.44 15.54 7,333,800
1994 11.44 11.44 2,102,667
1993 10.53 11.44 1,509,615
1992* 10.00 10.53 637,942
</TABLE>
* PERIOD FROM 9/1/92 TO 12/31/92
Asset Manager: Growth Subaccount
<TABLE>
<CAPTION>
<S> <C> <C> <C>
Accumulation Unit Value at Accumulation Unit Value at Number of Accumulation Units
Beginning of Period End of Period at End of Period
1998 17.95 20.93 14,675,155
1997 14.50 17.95 17,201,030
1996 12.20 14.50 12,261,937
1995* 10.00 12.20 4,035,434
</TABLE>
* PERIOD FROM 1/3/95 (COMMENCEMENT OF OPERATIONS) TO 12/31/95
Contrafund Subaccount
<TABLE>
<CAPTION>
<S> <C> <C> <C>
Accumulation Unit Value at Accumulation Unit Value at Number of Accumulation Units
Beginning of Period End of Period at End of Period
1998 20.47 26.40 55,426,745
1997 16.66 20.47 57,789,065
1996 13.87 16.66 53,010,249
1995* 10.00 13.87 32,421,946
</TABLE>
* PERIOD FROM 1/3/95 (COMMENCEMENT OF OPERATIONS) TO 12/31/95
Growth Opportunities Subaccount
<TABLE>
<CAPTION>
<S> <C> <C> <C>
Accumulation Unit Value at Accumulation Unit Value at Number of Accumulation Units
Beginning of Period End of Period at End of Period
1998 12.63 15.62 25,247,156
1997* 10.00 12.63 21,154,834
</TABLE>
* PERIOD FROM 1/27/97 (COMMENCEMENT OF OPERATIONS) TO 12/31/97
Balanced Subaccount
<TABLE>
<CAPTION>
<S> <C> <C> <C>
Accumulation Unit Value at Accumulation Unit Value at Number of Accumulation Units
Beginning of Period End of Period at End of Period
1998 11.98 13.98 6,933,405
1997* 10.00 11.98 4,649,810
</TABLE>
* PERIOD FROM 1/27/97 (COMMENCEMENT OF OPERATIONS) TO 12/31/97
Growth & Income Subaccount
<TABLE>
<CAPTION>
<S> <C> <C> <C>
Accumulation Unit Value at Accumulation Unit Value at Number of Accumulation Units
Beginning of Period End of Period at End of Period
1998 12.68 16.29 32,986,321
1997* 10.00 12.68 18,798,233
</TABLE>
* PERIOD FROM 1/27/97 (COMMENCEMENT OF OPERATIONS) TO 12/31/97
Emerging Markets Debt Subaccount
<TABLE>
<CAPTION>
<S> <C> <C> <C>
Accumulation Unit Value at Accumulation Unit Value at Number of Accumulation Units
Beginning of Period End of Period at End of Period
1998 10.48 7.44 280,904
1997* 10.00 10.48 270,613
</TABLE>
* PERIOD FROM 11/24/97 (COMMENCEMENT OF OPERATIONS) TO 12/31/97
Emerging Markets Equity Subaccount
<TABLE>
<CAPTION>
<S> <C> <C> <C>
Accumulation Unit Value at Accumulation Unit Value at Number of Accumulation Units
Beginning of Period End of Period at End of Period
1998 10.05 7.56 586,128
1997* 10.00 10.05 176,936
</TABLE>
* PERIOD FROM 11/24/97 (COMMENCEMENT OF OPERATIONS) TO 12/31/97
Global Equity Subaccount
<TABLE>
<CAPTION>
<S> <C> <C> <C>
Accumulation Unit Value at Accumulation Unit Value at Number of Accumulation Units
Beginning of Period End of Period at End of Period
1998 10.25 11.54 1,504,399
1997* 10.00 10.25 214,479
</TABLE>
* PERIOD FROM 11/24/97 (COMMENCEMENT OF OPERATIONS) TO 12/31/97
International Magnum Subaccount
<TABLE>
<CAPTION>
<S> <C> <C> <C>
Accumulation Unit Value at Accumulation Unit Value at Number of Accumulation Units
Beginning of Period End of Period at End of Period
1998 9.86 10.65 998,415
1997* 10.00 9.86 126,071
</TABLE>
* PERIOD FROM 11/24/97 (COMMENCEMENT OF OPERATIONS) TO 12/31/97
PBHG Growth II Subaccount
<TABLE>
<CAPTION>
<S> <C> <C> <C>
Accumulation Unit Value at Accumulation Unit Value at Number of Accumulation Units
Beginning of Period End of Period at End of Period
1998 10.15 10.90 439,863
1997* 10.00 10.15 198,868
</TABLE>
* PERIOD FROM 11/24/97 (COMMENCEMENT OF OPERATIONS) TO 12/31/97
Large Cap Value Subaccount
<TABLE>
<CAPTION>
<S> <C> <C> <C>
Accumulation Unit Value at Accumulation Unit Value at Number of Accumulation Units
Beginning of Period End of Period at End of Period
1998 10.27 14.05 1,331,167
1997* 10.00 10.27 71,061
</TABLE>
* PERIOD FROM 11/24/97 (COMMENCEMENT OF OPERATIONS) TO 12/31/97
Small Cap Value Subaccount
<TABLE>
<CAPTION>
<S> <C> <C> <C>
Accumulation Unit Value at Accumulation Unit Value at Number of Accumulation Units
Beginning of Period End of Period at End of Period
1998 10.43 11.48 3,428,665
1997* 10.00 10.43 760,923
</TABLE>
* PERIOD FROM 11/24/97 (COMMENCEMENT OF OPERATIONS) TO 12/31/97
Select 20 Subaccount
<TABLE>
<CAPTION>
<S> <C> <C> <C>
Accumulation Unit Value at Accumulation Unit Value at Number of Accumulation Units
Beginning of Period End of Period at End of Period
1998 10.42 16.80 16,529,457
1997* 10.00 10.42 551,473
</TABLE>
* PERIOD FROM 11/24/97 (COMMENCEMENT OF OPERATIONS) TO 12/31/97
Technology & Communications Subaccount
<TABLE>
<CAPTION>
<S> <C> <C> <C>
Accumulation Unit Value at Accumulation Unit Value at Number of Accumulation Units
Beginning of Period End of Period at End of Period
1998 9.87 12.94 1,929,033
1997* 10.00 9.87 746,784
</TABLE>
* PERIOD FROM 11/24/97 (COMMENCEMENT OF OPERATIONS) TO 12/31/97
Discovery Fund II Subaccount
<TABLE>
<CAPTION>
<S> <C> <C> <C>
Accumulation Unit Value at Accumulation Unit Value at Number of Accumulation Units
Beginning of Period End of Period at End of Period
1998 9.69 10.31 215,210
1997* 10.00 9.69 69,087
</TABLE>
* PERIOD FROM 11/24/97 (COMMENCEMENT OF OPERATIONS) TO 12/31/97
Growth Fund II ** Subaccount
<TABLE>
<CAPTION>
<S> <C> <C> <C>
Accumulation Unit Value at Accumulation Unit Value at Number of Accumulation Units
Beginning of Period End of Period at End of Period
1998 10.25 13.08 832,891
1997* 10.00 10.25 139,945
</TABLE>
* PERIOD FROM 11/24/97 (COMMENCEMENT OF OPERATIONS) TO 12/31/97
** CURRENTLY CALLED MID CAP GROWTH FUND II
Opportunity Fund II Subaccount
<TABLE>
<CAPTION>
<S> <C> <C> <C>
Accumulation Unit Value at Accumulation Unit Value at Number of Accumulation Units
Beginning of Period End of Period at End of Period
1998 10.15 11.43 2,219,038
1997* 10.00 10.15 277,353
</TABLE>
* PERIOD FROM 11/24/97 (COMMENCEMENT OF OPERATIONS) TO 12/31/97
International Equity Subaccount
<TABLE>
<CAPTION>
<S> <C> <C> <C>
Accumulation Unit Value at Accumulation Unit Value at Number of Accumulation Units
Beginning of Period End of Period at End of Period
1998 9.89 10.33 374,074
1997* 10.00 9.89 54,981
</TABLE>
* PERIOD FROM 11/24/97 (COMMENCEMENT OF OPERATIONS) TO 12/31/97
Post-Venture Capital Subaccount
<TABLE>
<CAPTION>
<S> <C> <C> <C>
Accumulation Unit Value at Accumulation Unit Value at Number of Accumulation Units
Beginning of Period End of Period at End of Period
1998 10.25 10.83 588,128
1997* 10.00 10.25 120,198
</TABLE>
* PERIOD FROM 11/24/97 (COMMENCEMENT OF OPERATIONS) TO 12/31/97
Small Company Growth Subaccount
<TABLE>
<CAPTION>
<S> <C> <C> <C>
Accumulation Unit Value at Accumulation Unit Value at Number of Accumulation Units
Beginning of Period End of Period at End of Period
1998 10.19 9.82 1,848,787
1997* 10.00 10.19 596,845
</TABLE>
* PERIOD FROM 11/24/97 (COMMENCEMENT OF OPERATIONS) TO 12/31/97
Accumulation Unit Values shown above are rounded to two decimal
places. Percentage changes in Accumulation Unit Values were calculated
using exact Accumulation Unit Values (six decimal places). The
percentage changes shown are therefore more precise than the figures
that would be obtained using the rounded Accumulation Unit values
shown for the beginning and end of each period.
Certain contracts in this prospectus have been offered only as of
December 7, 1988, and others only as of May 1, 1997. The financial
information in the above table includes periods prior to December 7,
1988 because an earlier class of variable annuity contracts is also
being funded through the Variable Account. Financial information
reflects all classes of contracts. Because the three classes of
contracts funded through the Variable Account have the same total
asset-based charges, Accumulation Unit Values will be the same for all
classes of contracts.
The financial statements of the Variable Account appear in the
Statement of Additional Information.
TABLE OF CONTENTS
OF THE STATEMENT OF ADDITIONAL INFORMATION
Accumulation Units
Fixed Annuity Income Payments
Variable Annuity Income
Payments
Hypothetical Illustrations of
Annuity Income Payouts
General Information
Performance
Exchanges Among Subaccounts
After the Annuity Date
Unavailability of Annuity
Income Options in Certain
Circumstances
IRS Required Distributions
Safekeeping of Variable
Account Assets
Distribution of the Contracts
State Regulation
Legal Matters
Registration Statement
Independent Accountants
Financial Statements
THIS PAGE INTENTIONALLY LEFT BLANK
INDIVIDUAL RETIREMENT ACCOUNT
DISCLOSURE STATEMENT
1. Internal Revenue Service Regulations require you be given this
Disclosure Statement to make certain that you fully understand the
nature of an Individual Retirement Account (IRA). For this reason, it
is important that you read this statement carefully.
REVOCATION
2. You are allowed to revoke or cancel your IRA within ten (10) days
of the later of (1) the date of the application for the IRA; or (2)
the date you receive the IRA contract. A revocation treats an IRA as
if it never existed, and entitles you to a full refund of your entire
contribution. FILI will refund the greater of: (1) your Purchase
Payment in full, neither crediting your account for earnings, nor
charging it with any administrative expenses, or (2) your contract
value at the time of revocation plus any amount deducted from your
contribution prior to such time.
You may revoke your IRA by mailing or delivering a notice of
revocation to:
Fidelity Investments Life Insurance Company
Annuity Service Center
P.O. Box 1306
Boston, MA 02104-9907
Any question regarding this procedure may be directed to a Fidelity
Insurance Specialist at 1-800-544-2442.
CONTRIBUTIONS
3. You may establish an IRA for the purpose of rolling over all or a
portion of your distribution from a qualified plan, tax sheltered
annuity or other IRA. If you retire, terminate your employment prior
to retirement age, or become disabled, and you are entitled to a
single sum distribution, all or a portion of the distribution may be
transferred to a qualifying IRA tax-free if done within 60 days of
receipt of the single sum distribution. The amount of your rollover
IRA contribution will not be included in your taxable income for the
year in which you receive the qualified plan distribution.
4. Subsequent contributions, other than additional rollover
contributions from another qualified plan, tax sheltered annuity or
IRA, will not be accepted.
5. No deduction is allowed for a rollover contribution which is not
treated as income to the individual.
INVESTMENTS
6 The assets in your IRA are nonforfeitable, subject to the surrender
charges specified in the IRA contract.
7. The assets in your IRA cannot be commingled with other property
except in a common trust fund or common investment fund.
8. No part of the IRA may be invested in life insurance or endowment
contracts.
DISTRIBUTIONS
9. Distributions from your IRA will be included in your gross income
for Federal income tax purposes for the year in which you receive
them.
10. To the extent they are included in taxable income, distribution
from your IRA made before age 59 1/2 will be subject to a 10%
non-deductible penalty tax (in addition to being taxable as ordinary
income) unless the distribution is rolled over to another qualified
plan, tax sheltered annuity or IRA, or the distribution is made on
account of your death or disability, or the distribution is one of a
scheduled series of payments over your life or life expectancy or the
joint life expectancies of yourself and the second person designated
by you.
11. You must begin receiving distributions of the assets in your IRAs
by April 1 of the calendar year following the calendar year in which
you reach age 70 1/2. Subsequent distributions must be made by
December 31 of each year.
12. You may select one of the following methods of distribution for
the assets of this IRA:
(a) Distribution over your life or your life and the life of a second
person designated by you;
(b) Distribution over a period certain not to exceed your life
expectancy or your life expectancy and that of a second person
designated by you;
(c) Single sum payment; or
(d) Partial withdrawals that, together with withdrawals from your
other IRAs, satisfy the minimum distribution requirements discussed
below.
(See Contract and Endorsement for a full description of these
distribution methods.)
13. Once distributions are required to begin, they must not be less
than the amount each year (determined by actuarial tables) which would
exhaust the value of all your IRAs over the required distribution
period, which is generally your life expectancy or the joint life and
last survivor expectancy of you and your spouse. You will be subject
to a 50% excise tax on the amount by which the distribution you
actually received in any year falls short of the minimum distribution
required for the year.
14. If you die after distribution of the IRA has commenced, the
remaining balance must continue to be distributed under the same or a
more rapid method of distribution.
15. If you die before distribution of the IRA commences, the entire
balance must be distributed to the beneficiary within five (5) years
unless:
(a) The beneficiary is your surviving spouse and the beneficiary
either treats the IRA as his or her own IRA or elects within a five
(5) year period to receive payments over his or her own life
expectancy commencing at any date prior to the date you would have
reached age 70 1/2; or
(b) The beneficiary is not your surviving spouse and the beneficiary
elects to have the IRA distributed over his or her life expectancy
commencing within one (1) year of your death.
16. You may rollover all or a portion of your IRA into another IRA or
individual retirement annuity and maintain the tax-deferred status of
these assets. Tax-free rollovers between IRAs may be made no more than
once every twelve months.
OTHER TAX CONSIDERATIONS
17. Distributions are taxed as ordinary income under Federal income
tax laws.
18. The tax treatment of single sum distributions under Section 402(e)
of the Code is not applicable to distributions from IRAs.
19. Reporting to the IRS will be required by you in the event that
special taxes or penalties described herein are due. You must file
Treasury Form 5329 with the IRS for each taxable year in which a
premature distribution takes place or less than the required minimum
amount is distributed from your IRA. The Tax Reform Act of 1986 also
requires you to report the amount of all distributions you received
from your IRA and the aggregate balance of all IRAs as of the end of
the calendar year.
PROHIBITED TRANSACTIONS
20. If any of the events prohibited by Section 4975 of the Code (such
as any sale, exchange or leasing of any property between you and your
IRA) occur during the existence of your IRA, your account will be
disqualified and the entire balance in your account will be treated as
if distributed to you, as of the first day of the year in which the
prohibited event occurs. This "distribution" would be subject to
ordinary income tax and, if you were under age 59 1/2 at the time, to
the 10% penalty tax on premature distributions.
21. If you or your beneficiary borrow any money under, or by use of,
all or a portion of your IRA, then the portion pledged will be treated
as if distributed to you, and will be taxable to you as ordinary
income and subject to the 10% penalty during the year in which you
make such a pledge.
FINANCIAL INFORMATION
22. The value of your investment will depend on how you allocate funds
between the Fixed Account and the subaccounts of the Variable Account.
The Company guarantees that the portion of your contract value that is
held in the Fixed Account will accrue interest daily at specified
interest rates that vary from time to time. With respect to funds
allocated to the Variable Account, the value will depend upon the
actual investment performance of the subaccounts that you choose; no
minimum value is guaranteed. See your prospectus for a more detailed
description.
23. As further described in the prospectus, the following are charges
that the Company currently makes:
(a) ADMINISTRATIVE CHARGE
The Company currently deducts an annual maintenance charge of $30 on
each contract anniversary. This charge is currently waived if total
payments, less any withdrawals, equal at least $25,000.
The Company also deducts a daily charge from the assets of the
subaccounts equivalent to an effective annual rate of 0.05%. This
charge is not made against the Fixed Account.
(b) MORTALITY AND EXPENSE RISK CHARGE
The Company deducts a daily charge from the assets of the
subaccounts equivalent to an effective annual rate of 0.75%. This
charge is not made against the Fixed Account.
(c) WITHDRAWAL CHARGE
During the first five contract years the Company assesses a charge
upon the surrender of the contract or the withdrawal of more than the
Exempt Withdrawal Amount. This charge in the first year is 5% of the
purchase payments withdrawn. The factor decreases by 1% per year so
that no withdrawal charge is made after the fifth contract year.
(d) PORTFOLIO EXPENSES
The portfolios associated with the Variable Account incur operating
expenses and pay monthly management fees to Fidelity Management &
Research Company. The level of expenses vary by portfolio. This charge
is not made against the Fixed Account.
PART B
INFORMATION REQUIRED IN A STATEMENT
OF ADDITIONAL INFORMATION
FIDELITY RETIREMENT RESERVES
STATEMENT OF ADDITIONAL INFORMATION
APRIL 30 , 1999
This Statement of Additional Information supplements the information
found in the current Prospectus for the variable annuity contracts
("Contracts") offered by Fidelity Investments Life Insurance Company
through its Variable Annuity Account I (the "Variable Account"). You
may obtain a copy of the Prospectus dated April 30, 1999 ,
without charge by calling 1- 800-544-2442 , or by accessing
the SEC Internet website at (http://www.sec.gov) .
THIS STATEMENT OF ADDITIONAL INFORMATION IS NOT A PROSPECTUS AND
SHOULD BE READ TOGETHER WITH THE PROSPECTUS FOR THE CONTRACT.
TABLE OF CONTENTS PAGE
Accumulation Units 50
Fixed Annuity Income Payments 50
Variable Annuity Income 50
Payments
Hypothetical Illustrations of 52
Annuity Income Payouts
General Information 57
Performance 57
Exchanges Among Subaccounts 69
After the Annuity Date
Unavailability of Annuity 69
Income Options in Certain
Circumstances
IRS Required Distributions 69
Safekeeping of Variable 70
Account Assets
Distribution of the Contracts 70
State Regulation 70
Legal Matters 70
Registration Statement 70
Independent Accountants 70
Financial Statements 70
ACCUMULATION UNITS
We credit your payments allocated to the variable Subaccounts in the
form of Accumulation Units. The number of Accumulation Units credited
to each Subaccount is determined by dividing the net payment allocated
to that Subaccount by the Accumulation Unit Value for that Subaccount
for the Valuation Period during which the payment is received. In the
case of the initial payment, we credit Accumulation Units as explained
in the prospectus. Accumulation Units are adjusted for any
exchanges or transfers into or out of a Subaccount.
For each variable Subaccount the Accumulation Unit Value for the first
Valuation Period of the Subaccount was set at $10.00. The Accumulation
Unit Value for each subsequent Valuation Period is the Net Investment
Factor for that period, multiplied by the Accumulation Unit Value for
the immediately preceding Valuation Period. The Accumulation Unit
Value may increase or decrease from one Valuation Period to the next.
Each variable Subaccount has a Net Investment Factor (also referred to
as the " Total Return"). The Net Investment Factor is an index
that measures the investment performance of a Subaccount from one
Valuation Period to the next. The Net Investment Factor for each
Subaccount for a Valuation Period is determined by adding (a) and (b),
subtracting (c) and then dividing the result by (a) where:
(a) Is the value of the assets at the end of the preceding Valuation
Period;
(b) Is the investment income and capital gains, realized or
unrealized, credited during the current valuation period;
(c) Is the sum of:
(1) The capital losses, realized or unrealized, charged during the
current valuation period plus any amount charged or set aside for
taxes during the current Valuation Period; plus
(2) The deduction from the Subaccount during the current Valuation
Period representing a daily charge equivalent to an effective annual
rate of 0.80%.
The Net Investment Factor may be greater than or less than one. If it
is greater than one, the Accumulation Unit Value will increase; if
less than one, the Accumulation Unit Value will decrease.
FIXED ANNUITY INCOME PAYMENTS
The amount of monthly annuity income payments for a selected fixed
annuity income option or the fixed portion of a selected combination
annuity income option is calculated by applying the proceeds payable
to the income payment rates for the option selected. Annuity income
payments will be the larger of:
(a) The income based on the rates shown in the contract's Annuity
Tables for the option chosen; and
(b) The income calculated by applying the proceeds as a single premium
to our single premium annuity rates in effect on the date of the first
income payment for the same plan.
Annuity income payments under a fixed annuity or fixed portion of a
combination annuity will not vary in dollar amount and will not be
affected by the investment performance of the Variable Account.
Amounts used to purchase a fixed annuity may not be later transferred
to a variable annuity.
VARIABLE ANNUITY INCOME PAYMENTS
If a variable annuity is selected, annuity income payments will vary
in amount in accordance with the investment performance of the elected
Subaccounts of the Variable Account. If a combination annuity is
selected, annuity income payments attributable to the variable portion
of the annuity will likewise vary. On the Annuity Date, the amount of
the first annuity income payment is calculated by applying the
proceeds payable to the annuity table shown in the Contract (or any
more favorable annuity rates we may offer on the Annuity Date) for the
option chosen.
The dollar amount of the first annuity income payment attributable to
each variable Subaccount is then divided by each Subaccount's then
current Annuity Unit Value (Annuity Units are explained in the
prospectus) to establish the total number of Annuity Units that will
be the basis for determining later annuity income payments. Annuity
income payments after the first will be equal to the sum of the number
of Annuity Units determined in this manner for each Subaccount
multiplied by the then current Annuity Unit Value for each Subaccount,
which (as explained in the prospectus) depends upon the Net Investment
Factor for the subaccount adjusted by a factor to neutralize the
assumed rate of return used in the calculation of annuity income
payments. The number of Annuity Units remains fixed for all annuity
income payments, unless a transfer is made. The dollar amount of the
annuity income payments may change from payment to payment. We
guarantee that the dollar amount of each annuity income payment after
the first will not be affected by variations in mortality experience
from the mortality assumptions used to determine the first annuity
income payment.
To illustrate the above description of how annuity income payments are
determined, consider the following example. A male age 65 applies
$50,000 to purchase a lifetime income for himself with payments to be
made for at least 10 years (even if the Annuitant dies shortly after
payments have begun). Annuity income payments are to be made on a
monthly basis with the first annuity income payment to be made
immediately. The variable pay-out option is chosen with the amount of
each income payment dependent on the actual investment performance of
the subaccounts that are selected. Using an Assumed Investment Rate of
3.5%, the initial monthly income amount is $282. 50 . The
investment selection is 50% in Portfolio A and 50% in Portfolio B.
At Annuitization Portfolio A Portfolio B
(a) Initial Monthly Annuity $ 141.25 $ 141.25
Income Payment
(b) Annuity Unit Value 1.23456 1.32465
(c) Income in Units 114.413 106.632
The monthly annuity income payment allocated to each Subaccount is
translated into Annuity Units using the Annuity Unit Value at the time
of annuitization. Since each Subaccount is likely to have a different
Annuity Unit Value, the total number of Annuity Units is not
informative, rather you need to look at:
<TABLE>
<CAPTION>
<S> <C> <C> <C> <C> <C>
# Annuity Units X Annuity Unit Value = Annuity Income Payment
Portfolio A 114.413 1.23456 141.25
Portfolio B 106.632 1.32465 141.25
$ 282.50
</TABLE>
Assume that during the next month, the investment results for each
subaccount are:
Portfolio A Portfolio B
(d) Actual Net Investment Results .4074% .1652%
(e) Assumed Investment Results .2871% .2871%
(f) Relative Performance Factor 1.00120 .99878
Line (d) shows the net investment result after the charge for assuming
mortality and expense risks and the administrative charge
(0. 80 % on an annual basis) and the charge for investment
advisory fees and fund expenses. Line (e) shows the investment results
that were assumed in the calculation of the initial monthly annuity
income payment, 3.5% on an annual basis. Line (f) represents how much
$1 invested at the start of the month in each of the subaccounts would
have grown relative to $1 earning 3.5%. (The formula for calculating
the Relative Performance Factor is 1+ (d) divided by 1 + (e)).
Note that since line (f) is more than 1 for Portfolio A and less than
1 for Portfolio B, the Portfolio A subaccount has earned more than
3.5% on an annual basis while the Portfolio B subaccount has earned
less than 3.5% on an annual basis.
The Annuity Unit Value grows with the actual investment performance
relative to the assumption of 3.5%. If a Subaccount earns more than
3.5% on an annual basis, then the Annuity Unit Value will increase.
Conversely, if less than 3.5% is earned, the Annuity Unit Value will
decrease. The Annuity Unit Value at the time of the second monthly
income payment is the Annuity Unit Value for the prior month (line b)
multiplied by the Relative Performance Factor (line f).
Portfolio A Portfolio B
(b) Annuity Unit Value (prior) 1.23456 1.32465
(f) Relative Performance Factor 1.00120 .99878
(g) Annuity Unit Value (current) 1.23604 1.32303
Except for exchanges between Subaccounts, the number of Annuity Units
remains fixed throughout the lifetime of the Annuitant. The value of
each annuity income payment, however, varies because the Annuity Unit
Value is usually changing as a result of investment experience. The
second monthly payment is calculated by multiplying the number of
payment units by the current Annuity Unit Value.
Portfolio A Portfolio B
(c) Monthly Income in Units 114.413 106.632
(g) Annuity Unit Value (current) 1.23604 1.32303
(h) Monthly Income (in dollars) $ 141.42 $ 141.08
Note that the Annuity Unit Value and the Monthly Income for the
Portfolio A portion of the payment has increased whereas the opposite
is true for the Portfolio B portion. The second monthly annuity income
payment would be the sum for each Subaccount, or $282.5 0 .
To illustrate the possible volatility of the annuity income payments,
assume that during the following month, the investment results for
each Subaccount are:
Portfolio A Portfolio B
(i) Actual Net Investment Results 15.50% -13.00%
(e) Assumed Investment Results .2871% .2871%
(j) Relative Performance Factor 1.15169 .86751
The Annuity Unit Value at the time of the third monthly annuity income
payment is the Annuity Unit Value for the prior month (line g)
multiplied by the Relative Performance Factor (line j):
Portfolio A Portfolio B
(g) Annuity Unit Value (prior) 1.23604 1.32303
(j) Relative Performance Factor 1.15169 .86751
(k) Annuity Unit Value (current) 1.42353 1.14774
The third monthly annuity income amount is calculated by multiplying
the number of payment units by the current Annuity Unit Value:
Portfolio A Portfolio B
(c) Income in Units 114.413 106.632
(k) Annuity Unit Value (current) 1.42353 1.14774
(h) Monthly Income (in dollars) $ 162.87 $ 122.39
Note that the Annuity Unit Value and the Monthly Income for Portfolio
A portion of the income amount have again increased but to a much
greater extent than before whereas the opposite is true for the
Portfolio B portion. The third monthly annuity income payment would be
the sum for each subaccount, or $28 5.26 .
An illustration of annuity income payments under various rates appears
in the tables on pages 84 and 86 . The monthly
equivalents of the annual net returns of -1.7 5 %, 3.50%,
4.1 4 %, 6.1 1 %, 8.0 7 % and 10.0 4 % shown in
the tables are -0.15%, 0.29%, 0.34%, 0. 50 %, 0.65% and 0.80%.
HYPOTHETICAL ILLUSTRATIONS OF ANNUITY INCOME PAYOUTS
The following tables have been prepared to show how variable annuity
income payments under the Contract change with investment performance
over an extended period of time. The tables illustrate how monthly
annuity income payments would vary over time if the return on the
assets in the selected portfolios were a uniform gross annual rate of
0%, 5.3 5 %, 6%, 8%, 10% and 12%. The values would be different
from those shown if the returns averaged 0%, 5.3 5 %, 6%, 8%, 10%
or 12% but fluctuated over and under those averages throughout the
years.
The tables reflect the fact that the Total Return of the
Subaccounts is lower than the gross return of the selected portfolios.
The tables reflect the daily charge to the Subaccounts for assuming
mortality and expense risks, which is equivalent to an effective
annual charge of 0.75% and the daily administrative charge which is
equivalent to an effective annual charge of 0.05%. The amounts shown
in the tables also take into account the portfolios' management fees
and operating expenses which are assumed to be at an annual rate of
0.9 6 % of the average daily net assets of the selected
portfolios. This 0.9 6 % figure consists of assumed management
fees of 0. 57 % and assumed operating expenses of 0. 39 %,
figures based on the average of current management fees and operating
expenses. Actual fees and expenses of the portfolios associated with
your Contract may be more or less than 0.9 6 %, will vary from
year to year, and will depend on how you allocate your investment
base. See the current prospectuses for the Funds for more complete
information. The monthly annuity income payments illustrated are on a
pre-tax basis. The F ederal income tax treatment of annuity
income payments is generally described in the section of your current
prospectus entitled "Tax Considerations."
The tables show both the gross rate and the net rate. The difference
between gross and net rates represent the 0.80% risk and
administrative charges and the assumed 0.9 6 % for investment
management and operating expenses. Since these charges are deducted
daily from assets, the difference between the gross and net rate is
not exactly 1.7 6 %.
Two tables follow. The first table assumes 100% of the Contract Value
is allocated to a variable annuity income option; the second table
assumes 50% of the Contract Value is placed under a fixed annuity
income option, using the fixed crediting rate Fidelity Investments
Life offered on the fixed annuity income option at the date of the
illustration. Both illustrations assume that the final value of the
accumulation account is $50,000 and is applied at age 65 to purchase a
life annuity for a guaranteed period of 10 years certain and life
thereafter. When part of the Contract Value has been allocated to the
fixed annuity income option, the guaranteed minimum annuity income
payment resulting from this allocation is also shown. The illustrated
variable annuity income payments are determined through the use of
standard mortality tables and the assumption that the Subaccounts'
Total Return will be 3.5% per year. Thus, actual performance
greater than a net return of 3.5% will result in increasing annuity
income payments and performance less than 3.5% per year will result in
decreasing annuity income payments. We may offer alternative Assumed
Investment Returns from which you may select. Fixed annuity income
payments remain constant. Initial monthly annuity income payments
under a fixed annuity income payout are generally higher than initial
payments under a variable income payout option.
These tables show the monthly income payments for several hypothetical
constant rates of return. Of course, actual investment performance
will not be constant and may be volatile. Actual monthly income
amounts would differ from those shown if the actual rate of return
averaged the rate shown over a period of years, but also fluctuated
above or below those averages for individual contract years. Upon
request and when you are considering an annuity income option, we will
furnish a comparable illustration based on your individual
circumstances.
ANNUITY PAY-OUT ILLUSTRATION
(100% VARIABLE PAYOUT)
ANNUITANT: John Doe
GROSS AMOUNT OF CONTRACT VALUE APPLIED: $50,000
DATE OF BIRTH: 2/1/3 4 STATE PREMIUM TAX: 0%
SEX: Male DATE OF ILLUSTRATION: 2/1/9 9
ANNUITY OPTION SELECTED: Lifetime Income with annuity income payments
guaranteed for 10 years(1)
FREQUENCY OF ANNUITY
INCOME PAYMENTS: Monthly payments with first payment the first
of the month after annuitization
FIXED MONTHLY ANNUITY INCOME PAYMENT AVAILABLE ON THE DATE OF THE
ILLUSTRATION IF 100% FIXED ANNUITY OPTION SELECTED: $311.0 0
ILLUSTRATIVE AMOUNTS BELOW ASSUME THAT 100% OF THE CONTRACT VALUE IS
ALLOCATED TO THE VARIABLE PAYOUT
NET RETURN AT WHICH MONTHLY VARIABLE PAYMENTS REMAIN CONSTANT: 3.50%
MONTHLY INCOME PAYMENTS WILL VARY WITH INVESTMENT PERFORMANCE,
NO MINIMUM DOLLAR AMOUNT IS GUARANTEED
<TABLE>
<CAPTION>
<S> <C> <C> <C> <C> <C> <C> <C> <C> <C>
AMOUNT OF FIRST MONTHLY ANNUITY
INCOME PAYMENT IN YEAR SHOWN
ASSUMING A CONSTANT ANNUAL
INVESTMENT RETURN OF:
Gross: 0% 5.35% 6% 8% 10% 12%
PAYMENT YEAR CALENDAR YEAR AGE Net(2): -1.75% 3.50% 4.14% 6.11% 8.07% 10.04%
1 1999 65 283 283 283 283 283 283
2 2000 66 268 283 284 290 295 300
3 2001 67 255 283 286 297 308 319
4 2002 68 242 283 288 304 322 340
5 2003 69 229 283 290 312 336 361
10 2008 74 177 283 299 353 417 490
15 2013 79 136 283 308 400 517 666
20 2018 84 105 283 318 453 642 905
</TABLE>
IT IS EMPHASIZED THAT THE HYPOTHETICAL INVESTMENT RATES OF RETURN
SHOWN ABOVE ARE ILLUSTRATIVE ONLY AND SHOULD NOT BE DEEMED A
REPRESENTATION OF PAST OR FUTURE INVESTMENT RATES OF RETURN. ACTUAL
RATES OF RETURN MAY BE MORE OR LESS THAN THOSE SHOWN AND WILL DEPEND
ON A NUMBER OF FACTORS, INCLUDING THE INVESTMENT ALLOCATIONS MADE BY
AN OWNER AND THE VARIOUS RATES OF RETURN OF THE PORTFOLIOS SELECTED.
THE AMOUNT OF THE INCOME PAYMENT WOULD BE DIFFERENT FROM THOSE SHOWN
IF THE ACTUAL GROSS RATES OF RETURN AVERAGED THE RATES SHOWN ABOVE
OVER A PERIOD OF YEARS, BUT ALSO FLUCTUATED ABOVE OR BELOW THOSE
AVERAGES FOR INDIVIDUAL POLICY YEARS. SINCE IT IS HIGHLY LIKELY THAT
INVESTMENT RETURNS WILL FLUCTUATE FROM MONTH TO MONTH, MONTHLY INCOME
(TO THE EXTENT THAT IS BASED ON THE VARIABLE ACCOUNT) WILL ALSO
FLUCTUATE. NO REPRESENTATION CAN BE MADE BY FIDELITY INVESTMENTS LIFE
OR THE FUNDS THAT THESE HYPOTHETICAL RATES OF RETURN CAN BE ACHIEVED
FOR ANY ONE YEAR OR SUSTAINED OVER ANY PERIOD OF TIME.
(1) Monthly annuity income payments cease upon the death of the
Annuitant if the Annuitant dies after the 10 year Guarantee Period. If
the Annuitant dies during the Guarantee period, annuity income
payments will continue until the end of the Period. The cumulative
amount of annuity income payments received under the annuity depends
on how long the Annuitant lives after the Guarantee Period. An annuity
pools the mortality experience of annuitants. Annuitants who die
earlier, in effect, subsidize the payments for those who live longer.
(2) The illustrated net return reflects the deduction of average fund
expenses and the 0.80% risk/administrative charge from the gross
return.
ANNUITY PAY-OUT ILLUSTRATION
(50% VARIABLE - 50% FIXED PAYOUT)
ANNUITANT: John Doe
GROSS AMOUNT OF CONTRACT VALUE APPLIED: $50,000
DATE OF BIRTH: 2 /1/34 STATE PREMIUM TAX: 0%
SEX: Male DATE OF ILLUSTRATION: 2 /1/99
ANNUITY OPTION SELECTED: Lifetime Income with annuity income payments
guaranteed for 10 years(1)
FREQUENCY OF ANNUITY
INCOME PAYMENTS: Monthly payments with first payment the first
of the month after annuitization
FIXED MONTHLY ANNUITY INCOME PAYMENT AVAILABLE ON THE DATE OF THE
ILLUSTRATION IF 100% FIXED ANNUITY OPTION SELECTED: $311. 00
ILLUSTRATIVE AMOUNTS BELOW ASSUME THAT 50% OF THE CONTRACT VALUE IS
ALLOCATED TO THE VARIABLE PAYOUT AND 50% TO THE FIXED PAYOUT
NET RETURN AT WHICH MONTHLY VARIABLE PAYMENTS REMAIN CONSTANT: 3.50%
MONTHLY INCOME PAYMENTS WILL VARY WITH INVESTMENT PERFORMANCE, BUT
WILL NEVER BE LESS THAN $155. 50 . THE MONTHLY GUARANTEED PAYMENT
OF $ 155 . 50 IS BEING PROVIDED BY THE $25,000 APPLIED
UNDER THE FIXED ANNUITY OPTION.
<TABLE>
<CAPTION>
<S> <C> <C> <C> <C> <C> <C> <C> <C> <C>
AMOUNT OF FIRST MONTHLY ANNUITY
INCOME PAYMENT IN YEAR SHOWN
ASSUMING A CONSTANT ANNUAL
INVESTMENT RETURN OF:
Gross: 0% 5.35% 6% 8% 10% 12%
PAYMENT YEAR CALENDAR YEAR AGE Net(2): -1.75% 3.50% 4.14% 6.11% 8.07% 10.04%
1 1999 65 297 297 297 297 297 297
2 2000 66 290 297 298 300 303 306
3 2001 67 283 297 299 304 309 315
4 2002 68 276 297 299 308 316 325
5 2003 69 270 297 300 312 323 336
10 2008 74 244 297 305 332 364 401
15 2013 79 224 297 309 356 414 489
20 2018 84 208 297 314 382 477 608
</TABLE>
IT IS EMPHASIZED THAT THE HYPOTHETICAL INVESTMENT RATES OF RETURN
SHOWN ABOVE ARE ILLUSTRATIVE ONLY AND SHOULD NOT BE DEEMED A
REPRESENTATION OF PAST OR FUTURE INVESTMENT RATES OF RETURN. ACTUAL
RATES OF RETURN MAY BE MORE OR LESS THAN THOSE SHOWN AND WILL DEPEND
ON A NUMBER OF FACTORS, INCLUDING THE INVESTMENT ALLOCATIONS MADE BY
AN OWNER AND THE VARIOUS RATES OF RETURN OF THE PORTFOLIOS SELECTED.
THE AMOUNT OF THE INCOME PAYMENT WOULD BE DIFFERENT FROM THOSE SHOWN
IF THE ACTUAL GROSS RATES OF RETURN AVERAGED THE RATES SHOWN ABOVE
OVER A PERIOD OF YEARS, BUT ALSO FLUCTUATED ABOVE OR BELOW THOSE
AVERAGES FOR INDIVIDUAL POLICY YEARS. SINCE IT IS HIGHLY LIKELY THAT
INVESTMENT RETURNS WILL FLUCTUATE FROM MONTH TO MONTH, MONTHLY INCOME
(TO THE EXTENT THAT IS BASED ON THE VARIABLE ACCOUNT) WILL ALSO
FLUCTUATE. NO REPRESENTATION CAN BE MADE BY FIDELITY INVESTMENTS LIFE
OR THE FUNDS THAT THESE HYPOTHETICAL RATES OF RETURN CAN BE ACHIEVED
FOR ANY ONE YEAR OR SUSTAINED OVER ANY PERIOD OF TIME.
(1) Monthly annuity income payments cease upon the death of the
Annuitant if the Annuitant dies after the 10 year Guarantee Period. If
the Annuitant dies during the Guarantee period, annuity income
payments will continue until the end of the Period. The cumulative
amount of annuity income payments received under the annuity depends
on how long the Annuitant lives after the Guarantee Period. An annuity
pools the mortality experience of annuitants. Annuitants who die
earlier, in effect, subsidize the payments for those who live longer.
(2) The illustrated net return reflects the deduction of average fund
expenses and the 0.80% risk/administrative charge from the gross
return.
GENERAL INFORMATION
We may advertise quotes of Contract Owners discussing Fidelity
Retirement Reserves or services provided by Fidelity Investments Life.
We may also advertise examples of the effects of periodic investment
plans, including the principle of dollar cost averaging. In such a
plan, a policyowner invests a fixed dollar amount in a Subaccount
thereby purchasing fewer units when prices are high and more units
when prices are low. While such a strategy does not assume a profit
nor guard against a loss in a declining market, the Contract Owner's
average cost per unit can be lower than if fixed numbers of units had
been purchased at those intervals. In evaluating such a plan, Contract
Owners should consider their ability to continue purchasing units
through periods of low price levels. In addition, we may from time to
time use statistics in advertising to support the growth of annuity
sales. Information to support these statistics may be obtained from
the Life Insurance Marketing Research Association, A.M. Best, American
Council of Life Insurance or the Variable Annuity Research and Data
Service.
From time to time, we may reprint and use as advertising and sales
literature, articles or quotes from financial or business publications
and periodicals. In addition, we may reference or discuss the products
and services of other affiliated companies, which may include:
Fidelity funds; retirement investing; brokerage products and services;
saving for college; and charitable giving.
We may also provide information to help individuals understand their
investment goals and explore various financial strategies. In
communicating these strategies, we may:
(solid bullet) compare the differences between tax deferred and
taxable investments;
(solid bullet) discuss factors to consider when purchasing the
contract;
(solid bullet) discuss the effects of probate when transferring the
contract to heirs;
(solid bullet) discuss traditional sources of retirement income and
products which may be used to supplement that income;
(solid bullet) discuss effects of inflation on fixed-income sources
and how the variable investment options may be used as a potential
hedge against inflation during the deferral and income periods;
(solid bullet) illustrate and compare the effects additional payments
have on a contract;
(solid bullet) discuss strategies of reducing risk through
diversification of purchase payments and providing hypothetical
investment mixes;
(solid bullet) discuss past returns of different classes of
investments based on data supplied through various sources such as
Ibbotson Associates of Chicago, Illinois; and
(solid bullet) assist policyholders with inquiries regarding their
annuity.
This information may be obtained from various sources such as
t he U.S. Department of the Treasury, U.S. Department of Labor,
Statistical Abstract of the U.S. and Individual Annuitant Mortality
Table. We may present this information through various methods such as
charts, graphs, illustrations, and tables.
You may purchase the C ontract with proceeds from various
sources such as transactions qualifying for a tax-free exchange under
Section 1035 of the Internal Revenue Code. Investments by the
Subaccounts in securities of foreign issuers may result in a foreign
investment tax credit which we will claim on our federal income tax
filings.
PERFORMANCE
Performance information for any Subaccount may be compared, in reports
and advertising to: (1) the Standard & Poor's 500 Composite Stock
Price Index ("S & P 500"), Dow Jones Industrial Average ("DJIA"),
Donoghue's Money Market Institutional Averages; (2) other variable
annuity separate accounts or other investment products tracked by
Lipper Analytical Services, Morningstar, or the Variable Annuity
Research and Data Service, widely used independent research firms
which rank mutual funds and other investment companies by overall
performance, investment objectives, and assets; and (3) the Consumer
Price Index (measure for inflation) to assess the real rate of return
from an investment in a contract. Unmanaged indices may assume the
reinvestment of dividends but generally do not reflect deductions for
annuity charges and investment management costs.
Total returns, yields and other performance information may be quoted
numerically or in a table, graph, or similar illustration. Reports and
advertising may also contain other information including (i) the
ranking of any subaccount derived from rankings of variable annuity
separate accounts or other investment products tracked by Lipper
Analytical Series or by rating services, companies, publications or
other persons who rank separate accounts or other investment products
on overall performance or other criteria, and (ii) the effect of tax
deferred compounding on a subaccount's investment returns, or returns
in general, which may be illustrated by graphs, charts, or otherwise,
and which may include a comparison, at various points in time, of the
return from an investment in a Contract (or returns in general) on a
tax-deferred basis (assuming one or more tax rates) with the return on
a taxable basis.
The following tables below provide performance results for each
Subaccount through 12/31/9 8 . The performance information is
based on the historical investment experience of the Subaccounts and
of the Portfolios. It does not indicate or represent future
performance.
TOTAL RETURN
Total returns quoted in advertising reflect all aspects of a
Subaccount's return, including the automatic reinvestment by the
separate account of all distributions and any change in the
Subaccount's value over the period. Average annual returns are
calculated by determining the growth or decline in value of a
hypothetical historical investment in the Subaccount over a stated
period, and then calculating the annually compounded percentage rate
that would have produced the same result if the rate of growth or
decline in value had been constant over the period. For example, a
cumulative return of 100% over ten years would produce an average
annual return of 7.18%, which is the steady rate that would equal 100%
growth on a compounded basis in ten years. While average annual
returns are a convenient means of comparing investment alternatives,
investors should realize that the subaccount's performance is not
constant over time, but changes from year to year, and that average
annual returns represent averaged figures as opposed to the actual
year-to-year performance of a subaccount.
Table 1 shows the average annual total return on a hypothetical
investment in the Subaccounts for the last year, from the date that
the Portfolios began operations, and, for Portfolios in existence for
five years or more, for five years, assuming that the Contract was
surrendered December 31, 199 8 . For any Portfolio in existence
ten years or more, figures are shown for a ten year period rather than
for the life of the Portfolio. The average annual total returns shown
in Table 1 are computed by finding the average annual compounded rates
of return over the periods shown that would equate the initial amount
invested to the withdrawal value, in accordance with the following
formula: P(1 +T)n = ERV where P is a hypothetical investment payment
of $1,000, T is the average annual total return, n is the number of
years, and ERV is the withdrawal value at the end of the periods
shown. The returns reflect the risk and administrative charge of 0.80%
(1% on an annual basis prior to November 1, 1997) and the maintenance
charge. Since the Contract is intended as a long-term product, the
table also shows the average annual total return assuming that no
money was withdrawn from the Contract. The average annual total return
is also shown for Contracts with at least $25,000 of premium and
assuming no money is withdrawn from the Contract. The average annual
total return would be larger for these Contracts because there is
currently no maintenance charge on these larger Contracts. The first
column shows the average annual total return if you surrender the
C ontract at the end of the period, the second column shows the
average annual total return if you do not surrender the Contract and
the third column shows the average annual total return if you do not
surrender the Contract and no maintenance charge is applied to the
Contract.
Table 1: Average Annual Total Return for Period Ending on
12/31/98
(a) One Year Average Annual Total Return For Contracts Issued on
December 31, 1997:
<TABLE>
<CAPTION>
<S> <C> <C> <C>
Fidelity Return If Contract Surrendered Return If Contract Continued Return If Contract Continued
and Maintenance Charge Applied and Maintenance Charge Not
Applicable
Asset Manager 9.11% 14.11% 14.13%
Money Market (0.13)% 4.60% 4.62%
Investment Grade Bond 3.06% 7.96% 7.98%
Equity-Income 5.71% 10.71% 10.73%
Growth 33.35% 38.35% 38.37%
High Income (9.36)% (5.11)% (5.09)%
Overseas 6.83% 11.83% 11.85%
Index 500 22.28% 27.28% 27.30%
Asset Manager: Growth 11.61% 16.61% 16.63%
Contrafund 23.92% 28.92% 28.94%
Growth opportunities 18.60% 23.60% 23.62%
Balanced 11.68% 16.68% 16.70%
Growth & Income 23.53% 28.53% 28.55%
Strong
Discovery Fund II 1.56% 6.38% 6.40%
Opportunity Fund II 7.61% 12.61% 12.63%
Growth Fund II1 22.63% 27.63% 27.65%
Warburg Pincus
International Equity (.24)% 4.48% 4.50%
Small Company Growth (7.97)% (3.65)% (3.63)%
Post-Venture Capital .86% 5.64% 5.66%
PBHG
Growth II 2.44% 7.30% 7.32%
Large Cap Value 31.84% 36.84% 36.86%
Select 20 56.20% 61.20% 61.22%
Small Cap Value 5.03% 10.03% 10.05%
Technology & Communications 26.12% 31.12% 31.14%
Morgan Stanley Dean Witter
Emerging Markets Equity (28.06)% (24.80)% (24.78)%
Emerging Markets Debt (32.02)% (28.97)% (28.95)%
Global Equity 7.55% 12.55% 12.57%
International Magnum 3.17% 8.07% 8.09%
</TABLE>
(b) Average Annual Total Return If Contract Issued at Commencement
of Portfolio:
<TABLE>
<CAPTION>
<S> <C> <C> <C>
Subaccount Portfolio's Start Date Return If Contract Surrendered Return If Contract Continued
and Maintenance Charge Applied
Fidelity
Money Market 4/1/82 5.67% 5.67%
High Income 9/19/85 9.93% 9.93%
Equity-Income 10/9/86 13.22% 13.22%
Growth 10/9/86 16.14% 16.14%
Asset Manager 9/6/89 11.84% 11.84%
Investment Grade Bond 12/5/88 7.25% 7.25%
Overseas 1/28/87 7.46% 7.46%
Index 500 8/27/92 19.97% 19.97%
Asset Manager: Growth 1/3/95 19.97% 20.26%
Contrafund 1/3/95 27.15% 27.39%
Growth Opportunities 1/3/95 24.80% 25.06%
Balanced 1/3/95 14.42% 14.76%
Growth & Income 12/30/96 26.82% 27.99%
Strong
Discovery Fund II 5/8/92 10.23% 10.23%
Growth Fund II1 12/31/96 26.89% 28.06%
Opportunity Fund II 5/8/92 17.87% 17.87%
Warburg Pincus
International l Equity 6/30/95 4.19% 4.70%
Post-Venture Capital 9/30/96 5.33% 6.57%
Small Company Growth 6/30/95 12.86% 13.28%
PBHG
Select 20 9/26/97 43.02% 45.88%
Growth II 5/1/97 6.22% 8.51%
Large Cap Value 10/29/97 31.85% 35.09%
Small Cap Value 10/29/97 9.33% 12.67%
Technology & Communications 5/1/97 17.89% 20.02%
</TABLE>
<TABLE>
<CAPTION>
<S> <C>
Subaccount Return If Contract Continued
and Maintenance Charge Not
Applicable
Fidelity
Money Market 5.75%
High Income 10.00%
Equity-Income 13.29%
Growth 16.20%
Asset Manager 11.88%
Investment Grade Bond 7.29%
Overseas 7.52%
Index 500 20.00%
Asset Manager: Growth 20.29%
Contrafund 27.41%
Growth Opportunities 25.08%
Balanced 14.78%
Growth & Income 28.01%
Strong
Discovery Fund II 10.26%
Growth Fund II1 28.08%
Opportunity Fund II 17.90%
Warburg Pincus
International l Equity 4.72%
Post-Venture Capital 6.59%
Small Company Growth 13.30%
PBHG
Select 20 45.91%
Growth II 8.53%
Large Cap Value 35.11%
Small Cap Value 12.69%
Technology & Communications 20.04%
</TABLE>
<TABLE>
<CAPTION>
<S> <C> <C> <C>
Subaccount Portfolio's Start Date Return If Contract Surrendered Return If Contract Continued
and Maintenance Charge Applied
Morgan Stanley Dean Witter
Emerging Markets Debt 6/16/97 (21.75)% (19.95)%
Emerging Markets Equity 10/1//96 (13.88)% (12.87)%
Global Equity 1/2/97 16.60% 18.31%
International Magnum 1/2/97 5.90% 7.78%
</TABLE>
<TABLE>
<CAPTION>
<S> <C>
Subaccount Return If Contract Continued
and Maintenance Charge Not
Applicable
Morgan Stanley Dean Witter
Emerging Markets Debt (19.93)%
Emerging Markets Equity (12.85)%
Global Equity 18.33%
International Magnum 7.80%
</TABLE>
(c) Five Year Average Annual Total Return If Contract Issued on
December 31, 1993:
<TABLE>
<CAPTION>
<S> <C> <C> <C>
If Contract Surrendered Return If Contract Continued Return If Contract Continued
and Maintenance Charge Applied and Maintenance Charge Not
Applicable
Fidelity
Asset Manager 10.58% 10.72% 10.74%
Money Market 4.09% 4.26% 4.29%
Investment Grade Bond 5.50% 5.66% 5.68%
Equity-Income 17.51% 17.62% 17.63%
Growth 20.46% 20.54% 20.57%
High Income 7.59% 7.73% 7.75%
Overseas 8.49% 8.62% 8.65%
Index 500 22.43% 22.50% 22.53%
Strong
Discovery Fund II 7.77% 7.92% 7.94%
Opportunity Fund II 15.76% 15.86% 15.88%
</TABLE>
(d) Ten Year Average Annual Total For Contracts Issued on December
31, 1988:
<TABLE>
<CAPTION>
<S> <C> <C> <C>
If Contract Surrendered Return If Contract Continued Return If Contract Continued
and Maintenance Charge Applied and Maintenance Charge Not
Applicable
Money Market 4.60% 4.60% 4.64%
Investment Grade Bond 7.25% 7.25% 7.29%
High Income 9.94% 9.94% 9.98%
Equity-Income 14.44% 14.44% 14.48%
Growth 18.18% 18.18% 18.22%
Overseas 8.96% 8.96% 9.00%
</TABLE>
(The Separate Account inception date is 7/22/87.)
In addition to average annual returns, the Subaccounts may quote
unaveraged or cumulative total returns reflecting the simple change in
value of an investment over a stated period. Table 2 shows the
cumulative total return on a hypothetical investment in the
Subaccounts from the date the Portfolios began operations, and
assuming that the Contract was surrendered December 31, 1998 .
For any Portfolio in existence five years or more, five year figures
are also shown. For any Portfolio in existence ten years or more,
figures are shown for a ten year period rather than for the life of
the Portfolio. The returns reflect the risk and administrative charge
0.80% on an annual basis (1% prior to November 1, 1997) and the
maintenance charge. Since the Contract is intended as a long-term
product, the table also shows the cumulative total return assuming
that no money was withdrawn from the Contract. The cumulative total
return is also shown for Contracts with at least $25,000 of premium
and assuming no money is withdrawn from the Contract. The cumulative
total return for these Contracts would be larger because there is
currently no maintenance charge on these larger Contracts. The first
column shows the cumulative total return if you surrender the Contract
at the end of the period, the second column shows the cumulative total
return if you do not surrender the Contract and the third column shows
the cumulative total return if you do not surrender the Contract and
no maintenance charge is applied to the Contract.
Table 2: Cumulative Total Return For Periods Beginning at
Commencement of Portfolios and Ending on 12/31/98:
<TABLE>
<CAPTION>
<S> <C> <C> <C>
Subaccount Portfolio's Start Date Return If Contract Surrendered Return If Contract Continued
and Maintenance Charge Applied
Fidelity
Money Market 4/1/82 151.86% 151.86%
Asset Manager 9/6/89 183.90% 183.90%
Investment Grade Bond 12/5/88 102.41% 102.41%
High Income 9/19/85 251.91% 251.91%
Overseas 1/28/87 136.02% 136.02%
Index 500 8/27/92 217.65% 217.65%
Growth Opportunities 1/3/95 142.30% 144.30%
Balanced 1/3/95 71.31% 73.31%
Equity Income 10/9/86 357.05% 357.05%
Growth 10/9/86 523.62% 523.62%
Contrafund 1/3/95 161.02% 163.02%
Asset Manager: Growth 1/3/95 106.97% 108.97%
Growth & Income 12/30/9 60.92% 63.92%
Morgan Stanley Dean Witter
Emerging Markets Debt 6/16/97 (31.49)% (29.05)%
Emerging Markets Equity 10/1/96 (28.55)% (26.65)%
Global Equity 1/2/97 35.84% 39.84%
International Magnum 1/2/97 12.12% 16.12%
PBHG
Growth II 5/1/97 10.60% 14.60%
Large Cap Value 10/29/97 38.40% 42.40%
Small Cap Value 10/29/97 11.05% 15.05%
Technology & Communications 5/1/97 31.59% 35.59%
Select 20 9/26/97 57.29% 61.29%
Strong
Discovery Fund II 5/8/92 91.16% 91.16%
Growth Fund II1 12/31/96 61.00% 64.00%
Opportunity Fund II 5/8/92 198.60% 198.60%
</TABLE>
<TABLE>
<CAPTION>
<S> <C>
Subaccount Return If Contract Continued
and Maintenance Charge Not
Applicable
Fidelity
Money Market 155.40%
Asset Manager 184.78%
Investment Grade Bond 103.21%
High Income 254.97%
Overseas 137.65%
Index 500 218.10%
Growth Opportunities 144.43%
Balanced 73.42%
Equity Income 360.27%
Growth 527.94%
Contrafund 163.21%
Asset Manager: Growth 109.13%
Growth & Income 63.98%
Morgan Stanley Dean Witter
Emerging Markets Debt (29.03)%
Emerging Markets Equity (26.61)%
Global Equity 39.89%
International Magnum 16.16%
PBHG
Growth II 14.63%
Large Cap Value 42.43%
Small Cap Value 15.08%
Technology & Communications 35.63%
Select 20 61.31%
Strong
Discovery Fund II 91.46%
Growth Fund II1 64.06%
Opportunity Fund II 199.05%
</TABLE>
<TABLE>
<CAPTION>
<S> <C> <C> <C>
Subaccount Portfolio's Start Date Return If Contract Surrendered Return If Contract Continued
and Maintenance Charge Applied
Warburg Pincus
International Equity 6/30/95 15.49% 17.49%
Post-Venture Capital 9/30/96 12.41% 15.41%
Small Company Growth 6/30/95 52.85% 54.85%
</TABLE>
<TABLE>
<CAPTION>
<S> <C>
Subaccount Return If Contract Continued
and Maintenance Charge Not
Applicable
Warburg Pincus
International Equity 17.57%
Post-Venture Capital 15.46%
Small Company Growth 54.95%
</TABLE>
(c) Cumulative Total Return For Five Year Period From 12/31/93
Through 12/31/98:
<TABLE>
<CAPTION>
<S> <C> <C> <C>
Subaccount Return If Contract Surrendered Return If Contract Continued Return If Contract Continued
and Maintenance Charge Applied and Maintenance Charge Not
Applicable
Asset Manager 65.37% 66.37% 66.55%
Money Market 22.22% 23.22% 23.36%
Investment Grade Bond 30.69% 31.69% 31.84%
Equity-Income 124.10% 125.10% 125.33%
Growth 153.63% 154.63% 154.89%
High Income 44.13% 45.13% 45.30%
Overseas 50.28% 51.28% 51.45%
Index 500 175.09% 176.09% 176.36%
Strong
Discovery Fund II 45.37% 46.37% 46.53%
Opportunity Fund II 107.85% 108.85% 109.07%
</TABLE>
(d) Cumulative Total Return For Ten Year Period From 12/31/88
Through 12/31/98:
<TABLE>
<CAPTION>
<S> <C> <C> <C>
Return If Contract Surrendered Return If Contract Continued Return If Contract Continued
and Maintenance Charge Applied and Maintenance Charge Not
Applicable
Money Market 56.80% 56.80% 57.41%
High Income 158.12% 158.12% 159.12%
Equity-Income 285.73% 285.73% 287.16%
Growth 431.95% 431.95% 433.84%
Overseas 135.95% 135.95% 136.85%
Investment Grade Bond 101.53% 101.53% 102.30%
</TABLE>
1 Strong Growth Fund II is currently called Strong Mid Cap Growth
Fund II
(The Separate Account inception date is 7/22/87.)
YIELDS
Some Subaccounts may also advertise yields. Yields quoted in
advertising reflect the change in value of a hypothetical investment
in the Subaccount over a stated period of time, not taking into
account capital gains or losses. Yields are annualized and stated as a
percentage. Yields do not reflect the impact of any contingent
deferred sales load. Yields quoted in advertising may be based on
historical seven day periods.
Current yield for Money Market Subaccount reflects the income
generated by a Subaccount over a 7 day period. Current yield is
calculated by determining the net change, exclusive of capital
changes, in the value of a hypothetical account having one
Accumulation Unit at the beginning of the period adjusting for the
maintenance charge, and dividing the difference by the value of the
account at the beginning of the base period to obtain the base period
return, and multiplying the base period return by (365/7). The
resulting yield figure is carried to the nearest hundredth of a
percent. Effective yield for the Money Market Subaccount is calculated
in a similar manner to current yield except that investment income is
assumed to be reinvested throughout the year at the 7 day rate.
Effective yield is obtained by taking the base period returns as
computed above, and then compounding the base period return by adding
1, raising the sum to a power equal to (365/7) and subtracting one
from the result, according the formula Effective Yield = [(Base Period
Return + 1) 365/7] - 1. Since the reinvestment of income is assumed in
the calculation of effective yield, it will generally be higher than
current yield. For the 7 day period ending on 12/31/9 8 , the
Money Market Subaccount had a current yield of 4. 24 % and an
effective yield of 4. 33 %. For Contracts on which there is
currently no maintenance charge, the current yield would be
4. 26 % and the effective yield would be 4. 35 %.
A 30 day yield for bond subaccounts reflects the income generated by a
Subaccount over a 30 day period. Yield will be computed by dividing
the net investment income per Accumulation Unit earned during the
period by the maximum offering price per Accumulation Unit on the last
day of the period, according to the following formula: Yield =
2[(a-b/cd + 1)6 - 1] where a= net investment income earned by the
applicable portfolio, b = expenses for the period including expenses
charged to the contract owner accounts, c = the average daily number
of Accumulation Units outstanding during the period, and d = the
maximum offering price per Accumulation Unit on the last day of the
period. The 30 day yield for the period ending on 12/31/9 8 was
4. 77 % for the Investment Grade Bond Subaccount, 9.57 %
for the High Income Subaccount and 12.16 % for the Emerging
Markets Debt Subaccount. For Contracts on which there is no
maintenance charge, the 30 day yield would be 4. 79 % for the
Investment Grade Bond Subaccount, 9.59 % for the High Income
Subaccount and 12.18 % for the Emerging Markets Debt Subaccount.
EXCHANGES AMONG SUBACCOUNTS AFTER THE ANNUITY DATE
After the Annuity Date, you may instruct us to reallocate the value of
some or all of the Annuity Units of a variable Subaccount then
credited to your Contract into an equal value of Annuity Units of one
or more other Subaccounts. The exchange shall be based on the
relative value of the Subaccount Annuity Units at the end of the
Valuation Period in which the request is received and will affect
income payments determined after that Valuation Period. To make such
a n exchange , you must contact the Annuity Service Center. The
value of the Annuity Units exchanged must provide at least a $50
annuity income payment at the time of the exchange, unless all of the
Annuity Units of a Subaccount are being exchanged.
UNAVAILABILITY OF ANNUITY INCOME OPTIONS IN CERTAIN CIRCUMSTANCES
We do not offer annuity income options to any corporate beneficiary,
partnership or trustee; any assignee, unless that assignee is a
beneficiary; or the executors or administrators of the Annuitant's
estate.
IRS REQUIRED DISTRIBUTIONS
If the Owner of the Contract dies (or either Joint Owner if the
Contract is owned jointly) before the entire interest in the Contract
is distributed, the value of the Contract must be distributed to the
designated beneficiary as described in this section so that the
Contract qualifies as an annuity under the Internal Revenue Code.
If the death occurs on or after the Annuity Date, the remaining
portion of the interest in the Contract must be distributed at least
as rapidly as under the method of distribution being used as of the
date of death. If the death occurs before the Annuity Date, the entire
interest in the Contract must be distributed within five years after
the date of death, unless the following conditions are met.
The Beneficiaries or second Owners' entire interest is payable over
the Beneficiary's or second Owners lifetime (or a period not extending
beyond the life expectancy of the Beneficiary or second Owner) by
electing annuitization within 60 days of the date of death with
distributions beginning within one year of the date of death, or the
Beneficiary is the Surviving Spouse of the deceased Owner, in which
case the Spouse may elect to continue the Contract as the Owner.
However, for Qualified Contracts where the owner's spouse is the
beneficiary, annuity income payments need not begin within one year
after the Owner's death, rather they need only begin on or before
April 1 of the calendar year following the calendar year in which the
Owner would have attained age 70 1/2. The Owner's designated
beneficiary is the person to whom proceeds of the Contract pass by
reason of the death of the Owner.
If the Contract Owner is a trust or other "non-natural person," and
the Annuitant dies before the Annuity Date, the required distribution
upon death rules will apply.
SAFEKEEPING OF VARIABLE ACCOUNT ASSETS
The assets of the Variable Account are held by Fidelity Investments
Life. The assets of the Variable Account are held apart from our
general account assets and any other separate accounts we may
establish. We maintain records of all purchases and redemptions of the
shares of the Funds held by the variable Subaccounts. We maintain
fidelity bond coverage for the acts of our officers and employees.
DISTRIBUTION OF THE CONTRACTS
As explained in the Prospectus, the Contracts are distributed through
Fidelity Brokerage Services, Inc. and Fidelity Insurance Agency, Inc.,
which are affiliated with FMR Corp. and Fidelity Investments Life. The
offering of the contracts is continuous, and we do not anticipate
discontinuing offering the Contracts. However, we reserve the right to
discontinue offering the contracts.
STATE REGULATION
Fidelity Investments Life is subject to regulation by the Department
of Insurance of the State of Utah, which periodically examines our
financial condition and operations. We are also subject to the
insurance laws and regulations of all jurisdictions where we do
business. The Contract described in the Prospectus and Statement of
Additional Information has been filed with and, where required,
approved by, insurance officials in those jurisdictions where it is
sold.
We are required to submit annual statements of our operations,
including financial statements, to the insurance departments of the
various jurisdictions where we do business to determine solvency and
compliance with applicable insurance laws and regulations.
LEGAL MATTERS
The legal validity of the Contracts described in the Prospectus and
Statement of Additional Information has been passed on by David J.
Pearlman, Senior Legal Counsel of FILI. Jorden Burt Boros Cicchetti
Berenson & Johnson LLP of Washington, D.C. has passed on matters
relating to Federal securities laws.
REGISTRATION STATEMENT
We have filed a Registration Statement under the Securities Act of
1933 with the SEC relating to the Contracts. The Prospectus and
Statement of Additional Information do not include all the information
in the Registration Statement. We have omitted certain portions
pursuant to SEC rules. You may obtain the omitted information from the
SEC's main office in Washington, D.C. by paying the SEC's prescribed
fees.
INDEPENDENT ACC O UNTANTS
The consolidated balance sheets of Fidelity Investments Life
Insurance Company and its subsidiary as of December 31,
199 8 and 1997, and the related consolidated statements of
income and comprehensive incom e, of stockholder's equity, and
o f cash flows for each of the three years i n the period
ended December 31, 199 8, and the statement of assets and
liabilities of the Fidelity Investments Variable Annuity Account I as
of December 31, 199 8 , and the related statements of operations
and changes in net assets f or the years ended December 31,
1998 and 1997 i ncluded in this registration statement have been
included herein in reliance on the reports of
PricewaterhouseCoopers LLP , independent accountants, on the
authority of that firm as exp e rts in accounting and auditing.
FINANCIAL STATEM E NTS
The financial statements of Fidelity Investments Life incl u ded
herein should be distinguished from the financial statements of the
Variable Account and s h ould be considered only as bearing upon
our ability to meet our o bligations under the Contracts.
FIDELITY INVESTMENTS LIFE INSURANCE COMPANY
(A Wholly-Owned Subsidiary of FMR Corp.)
CONSOLIDATED FINANCIAL STATEMENTS
FOR THE YEARS ENDED DECEMBER 31, 1998, 1997 AND 1996
FIDELITY INVESTMENTS LIFE INSURANCE COMPANY
(A Wholly-Owned Subsidiary of FMR Corp.)
CONSOLIDATED FINANCIAL STATEMENTS
for the years ended December 31, 1998, 1997 and 1996
Page(s)
Report of Independent 1
Accountants
Consolidated Balance Sheets 2
Consolidated Statements of 3
Income and Comprehensive
Income
Consolidated Statements of 4
Stockholder's Equity
Consolidated Statements of 5
Cash Flows
Notes to Consolidated 6-15
Financial Statements
REPORT OF INDEPENDENT ACCOUNTANTS
To the Board of Directors and Stockholder of
Fidelity Investments Life Insurance Company:
In our opinion, the accompanying consolidated balance sheets and the
related consolidated statements of income and comprehensive income, of
stockholder's equity and of cash flows present fairly, in all material
respects, the financial position of Fidelity Investments Life
Insurance Company (a wholly-owned subsidiary of FMR Corp.) and its
subsidiary at December 31, 1998 and 1997, and the results of their
operations and their cash flows for each of the three years in the
period ended December 31, 1998, in conformity with generally accepted
accounting principles. These financial statements are the
responsibility of the Company's management; our responsibility is to
express an opinion on these financial statements based on our audits.
We conducted our audits of these statements in accordance with
generally accepted auditing standards which require that we plan and
perform the audit to obtain reasonable assurance about whether the
financial statements are free of material misstatement. An audit
includes examining, on a test basis, evidence supporting the amounts
and disclosures in the financial statements, assessing the accounting
principles used and significant estimates made by management, and
evaluating the overall financial statement presentation. We believe
that our audits provide a reasonable basis for the opinion expressed
above.
PRICEWATERHOUSECOOPERS LLP
BOSTON, MASSACHUSETTS
January 25, 1999
FIDELITY INVESTMENTS LIFE INSURANCE COMPANY
(A Wholly-Owned Subsidiary of FMR Corp.)
CONSOLIDATED BALANCE SHEETS
(in thousands, except share data)
December 31, 1998 and 1997
ASSETS 1998 1997
Investments:
Debt securities available for $221,087 $199,525
sale
Common stocks 4,067 3,817
Other investments 2,552 -
Policy loans 170 168
Total investments 227,876 203,510
Cash and cash equivalents 18,681 4,770
Accrued investment income 3,814 3,527
Deferred policy acquisition 22,984 18,091
costs
Goodwill, net of accumulated
amortization of
$1,499 in 1998 and $1,385 in 3,287 3,401
1997
Other assets 1,222 1,725
Net deferred tax asset 21,640 17,288
Separate account assets 10,835,950 8,317,683
Total assets $11,135,454 $8,569,995
LIABILITIES
Future contract and policy 50,918 63,440
benefits
Other liabilities and accrued 12,976 4,764
expenses
Federal income taxes payable 9,683 -
Payable to parent and 6,345 4,309
affiliates
Separate account liabilities 10,835,168 8,316,204
Total liabilities 10,915,090 8,388,717
Commitments and contingencies
(Note 8)
STOCKHOLDER'S EQUITY
Common stock, par value $10
per share
- - 1,000,000 shares
authorized; 300,000
- - shares issued and 3,000 3,000
outstanding
Additional paid-in capital 68,048 68,048
Accumulated other 3,469 2,144
comprehensive income
Retained earnings 145,847 108,086
Total stockholder's equity 220,364 181,278
Total liabilities and $11,135,454 $8,569,995
stockholder's equity
The accompanying notes are an integral part of the consolidated
financial statements.
FIDELITY INVESTMENTS LIFE INSURANCE COMPANY
A Wholly-Owned Subsidiary of FMR Corp.)
CONSOLIDATED STATEMENTS OF INCOME
AND COMPREHENSIVE INCOME
(in thousands)
for the years ended December 31, 1998, 1997 and 1996
1998 1997 1996
Revenues:
Fees charged to contractholders $79,238 $73,553 $56,601
Net investment income 13,498 12,509 11,056
Net realized gains (losses) 1,914 946 (38)
Premium revenue 1,119 286 -
Other income - 263 -
95,769 87,557 67,619
Benefits and expenses:
Underwriting, acquisition and
insurance expenses (1) 33,992 26,354 20,615
Contract and policy benefits
and expenses 3,229 3,379 3,630
37,221 29,733 24,245
Income before provision for 58,548 57,824 43,374
income taxes
Provision for income taxes 20,787 20,325 15,575
Net income 37,761 37,499 27,799
Other comprehensive income,
before tax:
Unrealized gains (losses) on
securities:
Unrealized holding gains
(losses) arising
during period 3,993 3,187 (2,573)
Less: reclassification
adjustment for
(gains) losses included in (1,914) (946) 38
net income
Benefit (provision) for
income taxes related
to items of other (754) (814) 887
comprehensive income
Other comprehensive income, 1,325 1,427 (1,648)
net of tax
Comprehensive income $39,086 $38,926 $26,151
(1) Includes affiliated party transactions (Note 6)
The accompanying notes are an integral part of the consolidated
financial statements.
FIDELITY INVESTMENTS LIFE INSURANCE COMPANY
(A Wholly-Owned Subsidiary of FMR Corp.)
CONSOLIDATED STATEMENTS OF STOCKHOLDER'S EQUITY
(in thousands)
for the years ended December 31, 1998, 1997 and 1996
<TABLE>
<CAPTION>
<S> <C> <C> <C> <C> <C>
Accumulated
Additional Other Total
Common Paid-In Comprehensive Retained Stockholders
Stock Capital Income Earnings Equity
Balance at
December 31, 1995 $3,000 $68,048 $2,365 $42,788 $116,201
Comprehensive income:
Net income 27,799 27,799
Other comprehensive
income (1,648) (1,648)
Balance at
December 31, 1996 3,000 68,048 717 70,587 142,352
Comprehensive income:
Net income 37,499 37,499
Other comprehensive
income 1,427 1,427
Balance at
December 31, 1997 3,000 68,048 2,144 108,086 181,278
Comprehensive income:
Net income 37,761 37,761
Other comprehensive
income 1,325 1,325
Balance at
December 31, 1998 $3,000 $68,048 $3,469 $145,847 $220,364
</TABLE>
The accompanying notes are an integral part of the consolidated
financial statements.
FIDELITY INVESTMENTS LIFE INSURANCE COMPANY
(A Wholly-Owned Subsidiary of FMR Corp.)
CONSOLIDATED STATEMENTS OF CASH FLOWS
(in thousands)
for the years ended December 31, 1997, 1996 and 1995
1998 1997 1996
Cash flows from operating
activities:
Net income $37,761 $37,499 $27,799
Adjustments to reconcile net
income to
net cash provided
by operating activities:
Amortization of bond discount
and premium 1,159 1,110 1,133
Realized (gain) loss on (1,914) (946) 38
investments
Amortization of goodwill 114 114 114
Depreciation 528 551 459
Change in deferred taxes (5,107) (4,991) (4,282)
Addition to deferred policy
acquisition
costs, net of amortization (4,893) (1,224) (3,625)
Changes in assets and
liabilities:
Accrued investment income (287) (798) (124)
Transfer from separate accounts 696 120 2,789
Increase in future contract and
policy benefits (12,522) (2,828) (5,268)
Payable to parent and 2,036 2,624 (1,209)
affiliates, net
Federal income taxes payable 9,683 (109) (418)
Other assets and liabilities 8,614 806 498)
Net cash provided by operating
Activities 35,868 31,928 16,908
Cash flows from investing
activities:
Purchase of investments (102,734) (178,474) (83,411)
Proceeds from disposal of 81,204 148,758 67,910
investments
Additions to fixed assets (427) (328) (819)
Net cash used in investing (21,957) (30,044) (16,320)
activities
Net cash provided by - - -
financing activities
Net increase in cash and cash
equivalents 13,911 1,884 588
Cash and cash equivalents:
Beginning of year 4,770 2,886 2,298
End of year $18,681 $4,770 $2,886
The accompanying notes are an integral part of the consolidated
financial statements.
1. Organization:
The consolidated financial statements include the accounts of Fidelity
Investments Life Insurance Company (FILI), a Utah domiciled insurance
company, and Empire Fidelity Investments Life Insurance Company
(EFILI), a wholly-owned insurance company operating exclusively in the
State of New York (collectively, the "Company"). All intercompany
transactions have been eliminated in consolidation.
The Company issues variable deferred and immediate annuity contracts
and is licensed in all states. Amounts invested in the fixed option
of the contracts are allocated to the general account of the Company.
Amounts invested in the variable option of the contracts are allocated
to the Variable Annuity Accounts, separate accounts of the Company.
Amounts invested in the variable life policies are allocated to the
Variable Life Account I, also a separate account of the Company. The
assets of the Variable Annuity Accounts are invested in the portfolios
of the Variable Insurance Products Fund, the Variable Insurance
Products Fund II and, beginning in 1997, the Variable Insurance
Products Fund III, the Morgan Stanley Universal Funds, the PBGH
Insurance Series Funds, the Strong Variable Insurance Funds and the
Warburg Pincus Trust Funds. The assets of the Variable Life Account I
are invested in the portfolios of the Variable Insurance Products Fund
and the Variable Insurance Products Fund II. The invested assets are
reported at the net asset value of such portfolios.
FILI and EFILI also offer a term life insurance product with level
premium paying periods of one, five, ten, fifteen and twenty years.
2. Summary of Significant Accounting Policies:
Basis of Presentation
The accompanying consolidated financial statements of the Company have
been prepared on the basis of generally accepted accounting
principles, which vary in certain respects from reporting practices
prescribed or permitted by state insurance regulatory authorities.
Investments
Investments in debt securities available for sale and common stocks
are reported at fair value. Fair values are derived from external
market quotations. Unrealized gains or losses on debt securities and
common stock are reported as other comprehensive income. The discount
or premium on debt securities, excluding loan-backed bonds and
structured securities, is amortized using the effective interest
method. Amortization of loan-backed bonds and structured securities
includes anticipated prepayments over the estimated economic life of
the security.
When actual prepayments differ significantly from anticipated
prepayments, the effective yield is recalculated to reflect actual
payments to date and anticipated future payments and any resulting
adjustment is included in investment income.
Other investments represent an investment in a limited liability
corporation reported at fair value.
Policy loans are carried at outstanding principal balances, not in
excess of policy cash surrender value. These loans are an integral
part of the insurance products and have no maturity dates.
Consequently, it is impracticable to determine the fair value of
policy loans.
Investment income is recognized on the accrual basis. Realized gains
or losses on investments sold are determined by the specific
identification method. Unrealized and realized gains or losses on the
Company's funds retained in the separate accounts are reflected in
income.
Cash Equivalents
The Company considers all highly liquid instruments purchased with an
original maturity date of three months or less to be cash equivalents.
Cash equivalents represent amounts in demand deposit accounts and
money market mutual funds and are reported at fair value. Cash
overdrafts included in other liabilities and accrued expenses were
$6,415,000 at December 31, 1998.
Separate Accounts
Separate account assets represent funds held for the exclusive benefit
of variable annuity and variable life insurance contractholders and
are reported at fair value. Since the contractholders receive the
full benefit and bear the full risk of the separate account
investments, the income and realized and unrealized gains and losses
from such investments are offset by an increase or decrease in the
amount of liabilities related to the separate account. The excess of
separate account assets over separate account liabilities represents
funds of the Company retained in the separate account.
Revenue Recognition
Fees charged to contractholders include mortality risk, expense risk,
administrative charges and surrender charges for variable annuity and
life contractholders and also include the cost of providing insurance
protection for variable life contractholders. Premium revenues for
term life insurance products are recognized as revenues over the
premium-paying period.
Future Contract and Policy Benefits
Future contract and policy benefits are liabilities for fixed annuity
and life products. Such liabilities are established in amounts
adequate to meet the estimated future obligations of policies in
force. Future contract benefits for annuity products are computed
using interest rates ranging from 3.5% to 7.8% and approximate the
contractholder's account balance. The liabilities for future policy
benefits for traditional life insurance products are computed using
the natural reserve method and are based upon estimates as to future
investment yield, mortality and withdrawals that include provisions
for adverse deviation.
Deferred Policy Acquisition Costs
The costs of acquiring new business, principally first-year
commissions paid to Fidelity Insurance Agency, Inc. in accordance with
a contractual agreement as described in Note 6 and certain expenses
for traditional life policy issue and underwriting have been deferred.
These acquisition costs are being amortized in proportion to the
present value of expected future gross profits or expected future
policy premiums.
Income Taxes
FILI files a consolidated federal income tax return with its
subsidiary, EFILI. Under a tax sharing agreement, each company is
charged or credited its share of taxes as determined on a
separate-company basis.
The liability method is used in accounting for income taxes. Under
this method, deferred tax assets and liabilities are determined based
on differences between financial reporting and tax bases of assets and
liabilities and are measured using the current enacted tax rates.
Goodwill
Goodwill, representing the excess of FMR Corp.'s cost over the net
assets of the Company at the date of acquisition, has been reflected
in these financial statements net of certain identifiable tax benefits
realized and is being amortized on a straight-line basis over 40
years.
Fair Value of Financial Instruments
Statement of Financial Accounting Standards No. 107, "Disclosures
about Fair Value of Financial Instruments," requires disclosure of
fair value information about certain financial instruments (insurance
contracts, real estate, goodwill and taxes are excluded) for which it
is practicable to estimate such values, whether or not these
instruments are included in the balance sheet. The fair values and
methods used to estimate fair values of financial instruments are
disclosed throughout the notes to consolidated financial statements.
Use of Estimates
The preparation of the consolidated financial statements in accordance
with generally accepted accounting principles requires management to
make estimates and assumptions that affect the related amounts and
disclosures in the financial statements. Actual results could differ
from those estimates.
Reclassifications
Certain prior year balances have been reclassified to conform with
current year presentation.
New Accounting Pronouncements
In June 1997, the Financial Accounting Standards Board issued
Statement of Financial Accounting Standards No. 130, "Reporting
Comprehensive Income" (Statement No. 130). Statement No. 130
establishes standards for the reporting and display of comprehensive
income and its components in a full set of general-purpose financial
statements. All items that are required to be recognized under
accounting standards as components of comprehensive income are to be
reported in a financial statement that is displayed with the same
prominence as other financial statements. This statement stipulates
that comprehensive income reflect the change in equity of an
enterprise during a period from transactions and other events and
circumstances from non-owner sources. The Company adopted Statement
No. 130 for 1998, which resulted in reporting unrealized gains and
losses on investments available for sale in comprehensive income.
In December 1997, the AICPA issued Statement of Position 97-3,
"Accounting by Insurance and Other Enterprises for Insurance-Related
Assessments" (SOP No. 97-3"). SOP No. 97-3 provides guidance on when
a liability should be recognized for guaranty fund and other
assessments and how to measure the liability. This statement allows
for the discounting of the liability if the amount and timing of the
cash payments are fixed and determinable. In addition, it provides
criteria for when an asset may be recognized for a portion or all of
the assessment liability or paid assessment that can be recovered
through premium tax offsets or policy surcharges. This statement is
effective for fiscal years beginning after December 15, 1998. The
Company believes that the adoption of this statement will not have a
material effect on the results of operations or financial position.
3. Investments:
The components of net investment income were as follows:
Years Ended December 31,
1998 1997 1996
(in thousands)
Debt securities $13,095 $11,840 $10,510
Common stocks 283 271 216
Cash and cash equivalents 960 529 551
Other invested assets 94 - -
Policy loans 14 10 9
Investment in separate accounts 236 610 419
Total investment income 14,682 13,260 11,705
Investment expenses 1,184 751 649
Net investment income $13,498 $12,509 $11,056
Gross realized gains and losses from the sale of debt securities were
as follows:
Years Ended December 31,
1998 1997 1996
(in thousands)
Gross realized gains $1,989 $1,030 $28
Gross realized losses $ 75 $ 84 $66
The amortized cost and estimated fair value of debt securities, by
type of issuer, and common stock were as follows:
<TABLE>
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December 31, 1998
Gross Gross Estimated
Amortized Unrealized Unrealized Fair
Cost Gains Losses Value
(in thousands)
U.S. Treasury securities $ 34,752 $ 2,271 $ (12) $ 37,011
Corporate securities 169,335 3,321 (168) 172,488
Loan-backed bonds
and structured securities 11,334 254 - 11,588
Total debt securities $215,421 $5,846 $ (180) $221,087
Common stock $ 4,270 - $ (203) $ 4,067
Other investments $ 2,593 - $ (41) $ 2,552
December 31, 1997
Gross Gross Estimated
Amortized Unrealized Unrealized Fair
Cost Gains Losses Value
(in thousands)
U.S. Treasury securities $ 61,949 $1,671 $ (2) $ 63,618
Corporate securities 118,700 1,695 (17) 120,378
Loan-backed bonds and
structured
securities 15,363 166 - 15,529
Total debt securities $ 196,012 $3,532 $ (19) $199,525
Common stock $ 3,987 - $(170) $ 3,817
</TABLE>
The amortized cost and estimated fair value of debt securities at
December 31, 1998, by contractual maturity, are shown below. Expected
maturities may differ from contractual maturities because borrowers
may have the right to call or prepay obligations with or without call
or prepayment penalties.
Estimated
Amortized Fair
Cost Value
(in thousands)
Due in 1 year or less $ 28,942 $ 29,113
Due after 1 year through 5 105,091 106,630
years
Due after 5 years through 10 59,902 63,161
years
Due after 10 years 10,150 10,595
Subtotal 204,085 209,499
Loan-backed bonds and 11,334 11,588
structured securities
$ 215,419 $ 221,087
All debt securities are investment grade and there are no significant
concentrations by issuer or by industry, other than U.S. Treasury
securities.
4. Income Taxes
The components of the provision for income taxes attributable to
operations were as follows:
Years Ended December 31,
1998 1997 1996
(in thousands)
Current $25,894 $25,316 $19,857
Deferred (5,107) (4,991) (4,282)
Provision for income taxes $20,787 $20,325 $15,575
Deferred income taxes reflect the net tax effects of temporary
differences between the carrying amounts of assets and liabilities for
financial reporting purposes and the amounts used for income tax
purposes. Significant components of the Company's deferred tax assets
were as follows:
Years Ended December 31,
1998 1997
(in thousands)
Deferred income tax assets:
Deferred policy acquisition $16,406 $14,503
costs
Contractholder reserves 7,448 4,205
Unrealized gain on securities (1,953) (1,198)
available for sale
Other, net (261) (222)
Net deferred tax asset $21,640 $17,288
Management believes that the Company's future income will be
sufficient to realize the net deferred tax asset.
FILI paid federal income taxes of $14,781,000, $25,314,000 and
$19,445,000 in 1998, 1997 and 1996, respectively. State income and
premium taxes of $640,000, $884,000 and $782,000 were paid in 1998,
1997 and 1996, respectively.
The effective tax rates approximate the statutory federal income tax
rates for the years ended 1998, 1997 and 1996.
5. Stockholder's Equity and Dividend Restrictions:
Generally, the net assets of the Company available for transfer to FMR
Corp. are limited to the excess of FILI's net assets, as determined in
accordance with statutory accounting practices, over minimum statutory
capital requirements; however, payments of such amounts as dividends
may be subject to approval by regulatory authorities. Under the
Insurance Code of the State of Utah, the Company may pay dividends
only from the profits arising from its business. No dividends are
allowed that would impair surplus by more than 35% without prior
notice to the Insurance Commissioner. No dividends have been paid or
declared.
Net income and capital stock and surplus as determined in accordance
with statutory accounting practices were as follows:
Years Ended December 31,
1998 1997 1996
(in thousands)
Statutory net income $ 26,690 $ 30,620 $ 19,673
Statutory capital stock and $162,810 $136,356 $105,643
surplus
6. Affiliated Company Transactions:
The Company's insurance contracts are distributed through Fidelity
Brokerage Services, Inc. (FBSI) and Fidelity Insurance Agency, Inc.
(FIA), both of which are affiliated with FMR Corp. FILI and EFILI
have agreements with FIA under which FILI pays FIA first-year sales
compensation of $50 per deferred annuity contract and renewal sales
compensation of 0.10% of the annuity contract value each year. EFILI
pays FIA sales compensation of 3% of annuity payments received. The
Company also pays FIA 37.5% of term life insurance first-year
premiums. The Company compensated FIA in the amount of $12,785,000,
$10,604,000 and $9,370,000 in 1998, 1997 and 1996, respectively.
The Company has an administrative services agreement with FIA whereby
the Company provides certain administrative and accounting functions.
The Company received $1,224,000, $1,044,000 and $807,000 in 1998, 1997
and 1996, respectively, for such services. The reimbursements are
accounted for as a direct reduction of the Company's expenses.
In 1998, the Company entered into an administrative services agreement
with FMR Corp. and its subsidiaries whereby certain administrative and
special services are provided for the Company. The Company paid FMR
Corp. and its subsidiaries $1,111,000 in 1998 for such services.
FMR Corp. maintains a noncontributory trusteed defined benefit pension
plan covering substantially all eligible Company employees. The
benefits earned are based on years of service and the employees'
compensation during the last five years of employment. FMR Corp.'s
policy for the plan is to fund the maximum amount deductible for
income tax purposes, and to charge each subsidiary for its share of
such contributions. Pension costs of $235,000, $204,000 and $182,000
were charged to the Company in 1998, 1997 and 1996, respectively.
FMR Corp. sponsors a trusteed Profit-Sharing Plan and a contributory
401(k) Thrift Plan covering substantially all eligible Company
employees. Payments are made to the trustee by FMR Corp. annually for
the Profit-Sharing Plan and monthly for the 401(k) Thrift Plan. FMR
Corp.'s policy is to fund all costs accrued and to charge each
subsidiary for its share of the cost. The cost charged to the Company
for these plans amounted to $708,000, $621,000 and $441,000 in 1998,
1997 and 1996, respectively.
The Company participates in various FMR Corp. stock-based compensatory
plans. The compensation is based on the change in the net asset value
of FMR Corp. common stock, as defined. The aggregate expenses related
to these plans charged to the Company were $3,229,000, $424,000 and
$603,000 in 1998, 1997 and 1996, respectively.
7. Underwriting, Acquisition and Insurance Expenses:
Underwriting, acquisition and insurance expenses were as follows:
Years Ended December 31,
1998 1997 1996
(in thousands)
Commissions, gross $12,785 $10,604 $ 9,370
Capitalization of deferred
policy
acquisition costs (4,964) (4,136) (4,408)
Amortization of deferred policy
acquisition costs 71 2,912 782
Amortization of goodwill 114 114 114
Taxes, licenses and fees 1,129 1,175 1,052
General insurance expenses 24,857 15,685 13,705
$33,992 $26,354 $20,615
Amortization of deferred policy acquisition costs is adjusted
periodically when estimates of future gross profits are revised to
reflect actual experience. In 1998 and 1997, EFILI adjusted
amortization by $(1,095,000) and $1,850,000, respectively, to reflect
actual experience for investment performance, persistency and
inflation assumptions. This adjustment has been reflected in
amortization expense.
8. Commitments and Contingencies:
Reinsurance
FILI reinsures certain of its life insurance products risks with other
companies. FILI retains a maximum coverage per individual life of
$25,000 plus 30% of the excess over $25,000; the maximum initial
retention not to exceed $100,000.
The Company has entered into agreements to reinsure certain guarantee
provisions and mortality losses on its annuity contracts. Premiums
and deposits ceded under these reinsurance contracts were not material
to the consolidated financial statements.
The Company is contingently liable for claims reinsured that the
assuming companies are unable to pay.
The Company is, from time to time, involved in various legal actions
concerning policy benefits and certain other matters. Those actions
are considered by the Company in estimating policy reserves and other
liabilities. The Company believes that the resolution of those
actions should not have a material adverse effect on stockholder's
equity.
STATEMENT OF ASSETS AND LIABILITIES
FIDELITY INVESTMENTS VARIABLE ANNUITY ACCOUNT I
OF
FIDELITY INVESTMENTS LIFE INSURANCE COMPANY
ASSETS DECEMBER 31, 1998
Investments at current market
value:
Variable Insurance Products
Fund (VIP)
Money Market Portfolio - $ 729,673,657
729,673,657 shares (cost $
729,673,657)
High Income Portfolio - 276,299,106
23,963,496 shares (cost
$299,432,576)
Equity-Income Portfolio - 1,586,781,220
62,422,550 shares (cost
$1,123,439,969)
Growth Portfolio - 1,383,742,602
30,838,925 shares (cost
$893,138,771)
Overseas Portfolio - 255,668,374
12,751,540 shares (cost
$232,499,901)
Variable Insurance Products
Fund II (VIP II)
Investment Grade Bond 251,081,967
Portfolio - 19,373,609
shares (cost $242,709,050)
Asset Manager Portfolio - 812,865,053
44,761,291 shares (cost
$680,721,317)
Index 500 Portfolio - 1,066,865,828
7,553,032 shares (cost
$755,511,787)
Asset Manager: Growth 328,633,446
Portfolio - 19,297,325
shares (cost $264,843,950)
Contrafund Portfolio - 1,518,200,305
62,119,489 shares (cost
$953,095,125)
Variable Insurance Products
Fund III (VIP III)
Balanced Portfolio - 111,115,343
6,897,290 shares (cost
$100,607,941)
Growth & Income Portfolio - 587,747,247
36,393,018 shares (cost
$460,560,686)
Growth Opportunities 415,927,875
Portfolio - 18,178,666
shares (cost $322,295,381)
Morgan Stanley Universal
Funds (MSUF)
Emerging Markets Equity 4,454,538
Portfolio - 626,517 shares
(cost $5,780,763)
Emerging Markets Debt 2,153,635
Portfolio - 353,055 shares
(cost $3,326,221)
Global Equity Portfolio - 18,306,967
1,393,224 shares (cost
$18,326,499)
International Magnum 11,725,836
Portfolio - 1,044,153 shares
(cost $12,885,641)
PBHG Insurance Series Funds
(PBHG)
Growth II Portfolio - 5,011,598
430,920 shares (cost
$4,873,803)
Small Cap Value Portfolio - 41,078,481
3,538,198 shares (cost
$39,712,801)
Large Cap Value Portfolio - 19,897,931
1,394,389 shares (cost
$17,532,842)
Technology & Communications 25,809,987
Portfolio - 1,875,726 shares
(cost $21,742,573)
Select 20 Portfolio - 288,587,415
17,704,749 shares (cost
$233,594,225)
Strong Variable Insurance
Funds (SVIF)
Discovery Fund II Portfolio 2,503,055
- - 196,781 shares (cost
$2,473,591)
Growth Fund II Portfolio - 11,650,461
727,245 shares (cost
$10,275,292)
Opportunity Fund II 26,959,500
Portfolio - 1,241,229 shares
(cost $27,388,610)
Warburg Pincus Trust (WPT)
Small Company Growth 18,871,505
Portfolio - 1,178,732 shares
(cost $19,408,249)
International Equity 4,007,860
Portfolio - 364,682 shares
(cost $4,506,929)
Post-Venture Capital 6,739,331
Portfolio - 572,099 shares
(cost $7,042,701)
Total Assets $ 9,812,360,123
NET ASSETS COMPRISED OF:
Variable Annuity Contracts $ 9,364,193,435
Annuity Reserves 447,572,174
Retained in Variable Account 594,514
by Fidelity Investments Life
Insurance Company
NET ASSETS $ 9,812,360,123
STATEMENTS OF OPERATIONS AND CHANGES IN NET ASSETS
For the years ended December 31, 1998 and 1997
FIDELITY INVESTMENTS VARIABLE ANNUITY ACCOUNT I
OF
FIDELITY INVESTMENTS LIFE INSURANCE COMPANY
<TABLE>
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SUBACCOUNTS INVESTING IN:
VIP - HIGH INCOME
VIP - MONEY MARKET
12/31/98 12/31/97 12/31/97
12/31/98 12/31/97 12/31/98 12/31/97
INCOME:
Dividends $ 32,096,882 $ 26,699,688 $ 23,805,612 $ 18,527,541
EXPENSES:
Mortality risk, expense 4,861,321 4,865,592 2,607,824 2,709,414
risk and adminis- trative
charges
Net investment income (loss) 27,235,561 21,834,096 21,197,788 15,818,127
Realized gain (loss) on sale 0 0 4,318,426 6,949,695
of fund shares
Realized gain distributions 0 0 15,126,483 2,289,920
Unrealized appreciation 0 0 (57,719,667) 16,989,756
(depreciation)
Net increase (decrease) in 27,235,561 21,834,096 (17,076,970) 42,047,498
net assets from operations
Payments received from 832,133,915 629,101,224 17,985,450 15,807,824
contract owners
Transfers between sub- (509,285,719) (638,722,858) (33,267,856) 19,435,560
accounts and the fixed
account, net
Transfers for contract (81,249,209) (67,465,064) (11,355,372) (11,995,400)
benefits and terminations
Other transfers (to) from (99,738) (215,320) (9,675) (71,599)
Fidelity Invest- ments Life
Insurance Co., net
Net increase (decrease) in 241,499,249 (77,302,018) (26,647,453) 23,176,385
net assets from contract
transactions
Retained in (returned from) (43,725) 29,046 41,287 (35,935)
Variable Annuity
Account I, net
Total increase (decrease) in 268,691,085 (55,438,876) (43,683,136) 65,187,948
net assets
Net assets at beginning of 460,982,572 516,421,448 319,982,242 254,794,294
year
Net assets at end of year $ 729,673,657 $ 460,982,572 $ 276,299,106 $ 319,982,242
</TABLE>
<TABLE>
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VIP - EQUITY-INCOME VIP - GROWTH
12/31/98 12/31/97 12/31/98 12/31/97
12/31/98 12/31/97 12/31/98 12/31/97
INCOME:
Dividends $ 23,290,879 $ 23,220,927 $ 5,047,927 $ 6,191,892
EXPENSES:
Mortality risk, expense 13,461,086 14,608,539 8,974,434 9,346,562
risk and adminis- trative
charges
Net investment income (loss) 9,829,793 8,612,388 (3,926,507) (3,154,670)
Realized gain (loss) on sale 104,830,108 48,965,707 40,388,245 67,921,108
of fund shares
Realized gain distributions 82,888,133 116,749,676 132,043,151 27,716,088
Unrealized appreciation (36,054,859) 179,763,260 204,627,266 99,256,428
(depreciation)
Net increase (decrease) in 161,493,175 354,091,031 373,132,155 191,738,954
net assets from operations
Payments received from 23,651,693 37,916,433 21,087,538 27,687,604
contract owners
Transfers between sub- (197,773,458) (42,350,907) 23,157,770 (133,879,505)
accounts and the fixed
account, net
Transfers for contract (72,201,646) (56,020,921) (39,644,250) (32,443,849)
benefits and terminations
Other transfers (to) from (257,492) (43,377) (152,014) (59,301)
Fidelity Invest- ments Life
Insurance Co., net
Net increase (decrease) in (246,580,903) (60,498,772) 4,449,044 (138,695,051)
net assets from contract
transactions
Retained in (returned from) 88,226 (375,922) 11,999 (258,418)
Variable Annuity
Account I, net
Total increase (decrease) in (84,999,502) 293,216,337 377,593,198 52,785,485
net assets
Net assets at beginning of 1,671,780,722 1,378,564,385 1,006,149,404 953,363,919
year
Net assets at end of year $ 1,586,781,220 $ 1,671,780,722 $ 1,383,742,602 $ 1,006,149,404
</TABLE>
<TABLE>
<CAPTION>
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VIP - OVERSEAS
12/31/98 12/31/97
12/31/98 12/31/97
INCOME:
Dividends $ 4,778,919 $ 4,241,849
EXPENSES:
Mortality risk, expense 2,143,575 2,648,546
risk and adminis- trative
charges
Net investment income (loss) 2,635,344 1,593,303
Realized gain (loss) on sale 9,228,055 13,687,852
of fund shares
Realized gain distributions 14,085,236 16,838,855
Unrealized appreciation (1,421,498) (6,167,246)
(depreciation)
Net increase (decrease) in 24,527,137 25,952,764
net assets from operations
Payments received from 5,643,658 10,161,356
contract owners
Transfers between sub- (16,458,574) (23,441,635)
accounts and the fixed
account, net
Transfers for contract (8,696,657) (7,577,179)
benefits and terminations
Other transfers (to) from (59,360) (36,899)
Fidelity Invest- ments Life
Insurance Co., net
Net increase (decrease) in (19,570,933) (20,894,357)
net assets from contract
transactions
Retained in (returned from) 2,875 (60,265)
Variable Annuity
Account I, net
Total increase (decrease) in 4,959,079 4,998,142
net assets
Net assets at beginning of 250,709,295 245,711,153
year
Net assets at end of year $ 255,668,374 $ 250,709,295
</TABLE>
<TABLE>
<CAPTION>
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SUBACCOUNTS INVESTING IN:
VIP II - INVESTMENT VIP II - ASSET MANAGER
GRADE BOND
12/31/98 12/31/97 12/31/98 12/31/97
INCOME:
Dividends $ 5,744,010 $ 4,769,202 $ 24,381,840 $ 24,113,827
EXPENSES:
Mortality risk, expense 1,328,654 836,719 6,333,958 7,130,105
risk and adminis- trative
charges
Net investment income (loss) 4,415,356 3,932,483 18,047,882 16,983,722
Realized gain (loss) on sale 2,547,932 858,556 16,078,991 13,884,351
of fund shares
Realized gain distributions 681,493 0 73,145,521 60,488,921
Unrealized appreciation 4,439,938 1,995,042 (3,584,516) 38,783,110
(depreciation)
Net increase (decrease) in 12,084,719 6,786,081 103,687,878 130,140,104
net assets from operations
Payments received from 11,030,713 4,109,827 10,822,258 12,080,157
contract owners
Transfers between sub- 127,766,369 22,693,615 (26,439,385) (32,631,061)
accounts and the fixed
account, net
Transfers for contract (8,719,110) (7,797,627) (50,593,986) (35,791,511)
benefits and terminations
Other transfers (to) from (85,669) (72,701) (177,374) (155,845)
Fidelity Invest- ments Life
Insurance Co., net
Net increase (decrease) in 129,992,303 18,933,114 (66,388,487) (56,498,260)
net assets from contract
transactions
Retained in (returned from) 606 46,432 15,446 (92,781)
Variable Annuity
Account I, net
Total increase (decrease) in 142,077,628 25,765,627 37,314,837 73,549,063
net assets
Net assets at beginning of 109,004,339 83,238,712 775,550,216 702,001,153
year
Net assets at end of year $ 251,081,967 $ 109,004,339 $ 812,865,053 $ 775,550,216
</TABLE>
<TABLE>
<CAPTION>
<S> <C> <C> <C> <C>
VIP II - INDEX 500 VIP II - ASSET MANAGER:
GROWTH
12/31/97 12/31/97
12/31/98 12/31/98
INCOME:
Dividends $ 9,035,234 $ 4,774,795 $ 6,481,674 $ 0
EXPENSES:
Mortality risk, expense 7,250,032 5,648,542 2,558,057 2,618,594
risk and adminis- trative
charges
Net investment income (loss) 1,785,202 (873,747) 3,923,617 (2,618,594)
Realized gain (loss) on sale 42,436,975 24,508,427 15,999,371 5,935,984
of fund shares
Realized gain distributions 20,927,197 9,688,661 30,311,357 327,986
Unrealized appreciation 146,192,653 114,558,991 (1,663,981) 52,266,796
(depreciation)
Net increase (decrease) in 211,342,027 147,882,332 48,570,364 55,912,172
net assets from operations
Payments received from 40,862,335 46,826,607 10,963,017 19,500,391
contract owners
Transfers between sub- 109,091,456 204,978,269 (44,535,298) 70,469,134
accounts and the fixed
account, net
Transfers for contract (35,534,283) (15,577,435) (10,573,682) (6,744,007)
benefits and terminations
Other transfers (to) from (36,685) (150,934) (33,757) (80,124)
Fidelity Invest- ments Life
Insurance Co., net
Net increase (decrease) in 114,382,823 236,076,507 (44,179,720) 83,145,394
net assets from contract
transactions
Retained in (returned from) 65,307 (107,699) (4,565) (31,806)
Variable Annuity
Account I, net
Total increase (decrease) in 325,790,157 383,851,140 4,386,079 139,025,760
net assets
Net assets at beginning of 741,075,671 357,224,531 324,247,367 185,221,607
year
Net assets at end of year $ 1,066,865,828 $ 741,075,671 $ 328,633,446 $ 324,247,367
</TABLE>
<TABLE>
<CAPTION>
<S> <C> <C>
VIP II - CONTRAFUND
12/31/98 12/31/97
INCOME:
Dividends $ 8,346,877 $ 8,157,175
EXPENSES:
Mortality risk, expense 10,481,022 10,453,261
risk and adminis- trative
charges
Net investment income (loss) (2,134,145) (2,296,086)
Realized gain (loss) on sale 53,814,041 35,690,439
of fund shares
Realized gain distributions 61,409,174 21,558,250
Unrealized appreciation 223,438,815 161,313,279
(depreciation)
Net increase (decrease) in 336,527,885 216,265,882
net assets from operations
Payments received from 36,703,411 54,807,976
contract owners
Transfers between sub- (35,339,016) 66,369,243
accounts and the fixed
account, net
Transfers for contract (37,401,390) (25,715,125)
benefits and terminations
Other transfers (to) from (217,630) (281,176)
Fidelity Invest- ments Life
Insurance Co., net
Net increase (decrease) in (36,254,625) 95,180,918
net assets from contract
transactions
Retained in (returned from) 35,076 (190,999)
Variable Annuity
Account I, net
Total increase (decrease) in 300,308,336 311,255,801
net assets
Net assets at beginning of 1,217,891,969 906,636,168
year
Net assets at end of year $ 1,518,200,305 $ 1,217,891,969
</TABLE>
STATEMENT OF OPERATIONS AND CHANGES IN NET ASSET - CONTINUED
FIDELITY INVESTMENTS VARIABLE ANNUITY ACCOUNT I
OF
FIDELITY INVESTMENTS LIFE INSURANCE COMPANY
<TABLE>
<CAPTION>
<S> <C> <C> <C> <C>
SUBACCOUNTS INVESTING IN:
VIP III - GROWTH &
VIP III - BALANCED INCOME
12/31/98 12/31/97* 12/31/98 12/31/97*
12/31/98 12/31/97* 12/31/98 12/31/97*
INCOME:
Dividends $ 1,599,419 $ 24,769 $ 0 $ 1,535,282
EXPENSES:
Mortality risk, expense 649,414 307,802 3,268,604 1,300,226
risk and adminis- trative
charges
Net investment income (loss) 950,005 (283,033) (3,268,604) 235,056
Realized gain (loss) on 3,178,661 1,117,028 5,527,477 255,257
sale of fund shares
Realized gain distributions 2,443,558 0 1,561,847 4,989,668
Unrealized appreciation 6,090,310 4,417,092 99,729,988 27,456,573
(depreciation)
Net increase (decrease) in 12,662,534 5,251,087 103,550,708 32,936,554
net assets from operations
Payments received from 6,696,440 6,706,277 33,928,974 29,329,428
contract owners
Transfers between sub- 33,335,133 50,665,808 206,598,227 193,894,819
accounts and the fixed
account, net
Transfers for contract (3,139,722) (1,021,595) (10,371,919) (2,031,557)
benefits and terminations
Other transfers (to) from (28,013) (11,728) (75,465) (80,558)
Fidelity Invest- ments Life
Insurance Co., net
Net increase (decrease) in 36,863,838 56,338,762 230,079,817 221,112,132
net assets from contract
transactions
Retained in (returned from) (1,989) 1,111 55,231 12,805
Variable Annuity
Account I, net
Total increase (decrease) in 49,524,383 61,590,960 333,685,756 254,061,491
net assets
Net assets at beginning of 61,590,960 0 254,061,491 0
year
Net assets at end of year $ 111,115,343 $ 61,590,960 $ 587,747,247 $ 254,061,491
</TABLE>
<TABLE>
<CAPTION>
<S> <C> <C> <C> <C>
VIP III - GROWTH MSUF - EMERGING MARKETS
OPPORTUNITIES EQUITY
12/31/98 12/31/97* 12/31/98 12/31/97**
12/31/98 12/31/97* 12/31/98 12/31/97**
INCOME:
Dividends $ 3,366,752 $ 204,581 $ 24,349 $ 9,254
EXPENSES:
Mortality risk, expense 2,844,670 1,508,291 30,867 777
risk and adminis- trative
charges
Net investment income (loss) 522,082 (1,303,710) (6,518) 8,477
Realized gain (loss) on 7,155,764 671,295 198,635 1,555
sale of fund shares
Realized gain distributions 11,703,472 286,414 0 40,944
Unrealized appreciation 56,119,613 37,512,881 (1,271,839) (54,386)
(depreciation)
Net increase (decrease) in 75,500,931 37,166,880 (1,079,722) (3,410)
net assets from operations
Payments received from 21,503,396 42,870,806 655,182 56,721
contract owners
Transfers between sub- 47,566,760 202,642,472 3,139,054 1,725,664
accounts and the fixed
account, net
Transfers for contract (7,734,200) (3,368,361) (41,665) (91)
benefits and terminations
Other transfers (to) from (25,262) (262,599) 2,855 (62)
Fidelity Invest- ments Life
Insurance Co., net
Net increase (decrease) in 61,310,694 241,882,318 3,755,426 1,782,232
net assets from contract
transactions
Retained in (returned from) 54,411 12,641 12 0
Variable Annuity
Account I, net
Total increase (decrease) in 136,866,036 279,061,839 2,675,716 1,778,822
net assets
Net assets at beginning of 279,061,839 0 1,778,822 0
year
Net assets at end of year $ 415,927,875 $ 279,061,839 $ 4,454,538 $ 1,778,822
</TABLE>
<TABLE>
<CAPTION>
<S> <C> <C>
MSUF - EMERGING MARKETS
DEBT
12/31/98 12/31/97**
12/31/98 12/31/97**
INCOME:
Dividends $ 245,208 $ 57,525
EXPENSES:
Mortality risk, expense 20,272 1,196
risk and adminis- trative
charges
Net investment income (loss) 224,936 56,329
Realized gain (loss) on 31,585 1,555
sale of fund shares
Realized gain distributions 0 24,962
Unrealized appreciation (1,105,348) (67,238)
(depreciation)
Net increase (decrease) in (848,827) 15,608
net assets from operations
Payments received from 384,094 28,145
contract owners
Transfers between sub- (233,992) 2,812,620
accounts and the fixed
account, net
Transfers for contract (2,839) 0
benefits and terminations
Other transfers (to) from (226) (946)
Fidelity Invest- ments Life
Insurance Co., net
Net increase (decrease) in 147,037 2,839,819
net assets from contract
transactions
Retained in (returned from) (11) 9
Variable Annuity
Account I, net
Total increase (decrease) in (701,801) 2,855,436
net assets
Net assets at beginning of 2,855,436 0
year
Net assets at end of year $ 2,153,635 $ 2,855,436
</TABLE>
* FOR THE PERIOD JANUARY 27, 1997 (COMMENCEMENT OF OPERATIONS)
THROUGH DECEMBER 31, 1997.
** FOR THE PERIOD NOVEMBER 24, 1997 (COMMENCEMENT OF OPERATIONS)
THROUGH DECEMBER 31, 1997.
<TABLE>
<CAPTION>
<S> <C> <C> <C> <C>
SUBACCOUNTS INVESTING IN:
MSUF - GLOBAL EQUITY MSUF - INTERNATIONAL
MAGNUM
12/31/98 12/31/97** 12/31/98 12/31/97**
12/31/98 12/31/97** 12/31/98 12/31/97**
INCOME:
Dividends $ 119,133 $ 12,390 $ 38,795 $ 36,464
EXPENSES:
Mortality risk, expense 94,880 1,073 68,976 737
risk and adminis- trative
charges
Net investment income (loss) 24,253 11,317 (30,181) 35,727
Realized gain (loss) on 275,615 0 445,069 1,566
sale of fund shares
Realized gain distributions 107,863 26,464 43,290 2,429
Unrealized appreciation (13,408) (6,124) (1,107,058) (52,747)
(depreciation)
Net increase (decrease) in 394,323 31,657 (648,880) (13,025)
net assets from operations
Payments received from 2,529,920 347,239 1,887,488 130,652
contract owners
Transfers between sub- 13,311,023 1,832,160 9,278,436 1,267,297
accounts and the fixed
account, net
Transfers for contract (145,036) 0 (174,277) 0
benefits and terminations
Other transfers (to) from 6,125 (576) (2,117) 268
Fidelity Invest- ments Life
Insurance Co., net
Net increase (decrease) in 15,702,032 2,178,823 10,989,530 1,398,217
net assets from contract
transactions
Retained in (returned from) 121 11 (20) 14
Variable Annuity
Account I, net
Total increase (decrease) in 16,096,476 2,210,491 10,340,630 1,385,206
net assets
Net assets at beginning of 2,210,491 0 1,385,206 0
year
Net assets at end of year $ 18,306,967 $ 2,210,491 $ 11,725,836 $ 1,385,206
</TABLE>
<TABLE>
<CAPTION>
<S> <C> <C> <C> <C>
PBHG - GROWTH II PBHG - SMALL CAP VALUE
12/31/98 12/31/97** 12/31/98 12/31/97**
12/31/98 12/31/97** 12/31/98 12/31/97**
INCOME:
Dividends $ 0 $ 0 $ 6,754 $ 0
EXPENSES:
Mortality risk, expense 32,254 847 223,929 3,809
risk and adminis- trative
charges
Net investment income (loss) (32,254) (847) (217,175) (3,809)
Realized gain (loss) on 225,669 726 1,376,831 1,588
sale of fund shares
Realized gain distributions 0 0 40,814 0
Unrealized appreciation 68,354 69,441 1,169,066 196,614
(depreciation)
Net increase (decrease) in 261,769 69,320 2,369,536 194,393
net assets from operations
Payments received from 848,495 110,103 5,952,540 604,447
contract owners
Transfers between sub- 1,774,406 2,022,554 25,299,733 7,434,078
accounts and the fixed
account, net
Transfers for contract (74,612) (117) (771,427) (924)
benefits and terminations
Other transfers (to) from (335) 21 (2,376) (1,552)
Fidelity Invest- ments Life
Insurance Co., net
Net increase (decrease) in 2,547,954 2,132,561 30,478,470 8,036,049
net assets from contract
transactions
Retained in (returned from) (2) (4) 55 (22)
Variable Annuity
Account I, net
Total increase (decrease) in 2,809,721 2,201,877 32,848,061 8,230,420
net assets
Net assets at beginning of 2,201,877 0 8,230,420 0
year
Net assets at end of year $ 5,011,598 $ 2,201,877 41,078,481 $ 8,230,420
</TABLE>
<TABLE>
<CAPTION>
<S> <C> <C>
PBHG - LARGE CAP VALUE
12/31/98 12/31/97**
12/31/98 12/31/97**
INCOME:
Dividends $ 49,627 $ 0
EXPENSES:
Mortality risk, expense 53,767 427
risk and adminis- trative
charges
Net investment income (loss) (4,140) (427)
Realized gain (loss) on 495,109 1,407
sale of fund shares
Realized gain distributions 104,635 0
Unrealized appreciation 2,352,195 12,894
(depreciation)
Net increase (decrease) in 2,947,799 13,874
net assets from operations
Payments received from 1,555,866 56,451
contract owners
Transfers between sub- 14,748,371 689,520
accounts and the fixed
account, net
Transfers for contract (75,122) (102)
benefits and terminations
Other transfers (to) from (38,706) (1)
Fidelity Invest- ments Life
Insurance Co., net
Net increase (decrease) in 16,190,409 745,868
net assets from contract
transactions
Retained in (returned from) (20) 1
Variable Annuity
Account I, net
Total increase (decrease) in 19,138,188 759,743
net assets
Net assets at beginning of 759,743 0
year
Net assets at end of year $ 19,897,931 $ 759,743
</TABLE>
STATEMENTS OF OPERATIONS AND CHANGES IN NET ASSETS - CONTINUED
FIDELITY INVESTMENTS VARIABLE ANNUITY ACCOUNT I
OF
FIDELITY INVESTMENTS LIFE INSURANCE COMPANY
<TABLE>
<CAPTION>
<S> <C> <C> <C> <C>
SUBACCOUNTS INVESTING IN:
PBHG - TECHNOLOGY & PBHG - SELECT 20
COMMUNICATIONS
12/31/98 12/31/97** 12/31/98 12/31/97**
12/31/98 12/31/97** 12/31/98 12/31/97**
INCOME:
Dividends $ 2,529 $ 0 $ 2,946 $ 0
EXPENSES:
Mortality risk, expense 112,511 3,175 846,066 3,029
risk and adminis- trative
charges
Net investment income (loss) (109,982) (3,175) (843,120) (3,029)
Realized gain (loss) on sale 501,364 348 4,426,860 49
of fund shares
Realized gain distributions 0 0 0 0
Unrealized appreciation 4,097,815 (30,401) 54,862,065 131,125
(depreciation)
Net increase (decrease) in 4,489,197 (33,228) 58,445,805 128,145
net assets from operations
Payments received from 2,836,026 1,166,675 21,842,392 241,149
contract owners
Transfers between sub- 11,197,748 6,356,784 204,410,297 5,661,006
accounts and the fixed
account, net
Transfers for contract (214,261) (1,170) (1,977,564) (748)
benefits and terminations
Other transfers (to) from (3,097) 15,296 (160,112) (2,417)
Fidelity Invest- ments Life
Insurance Co., net
Net increase (decrease) in 13,816,416 7,537,585 224,115,013 5,898,990
net assets from contract
transactions
Retained in (returned from) 23 (6) (1,003,458) 1,002,920
Variable Annuity
Account I, net
Total increase (decrease) in 18,305,636 7,504,351 281,557,360 7,030,055
net assets
Net assets at beginning of 7,504,351 0 7,030,055 0
year
Net assets at end of year $ 25,809,987 $ 7,504,351 $ 288,587,415 $ 7,030,055
</TABLE>
<TABLE>
<CAPTION>
<S> <C> <C> <C> <C>
SVIF - DISCOVERY FUND SVIF - GROWTH FUND II
II
12/31/98 12/31/97** 12/31/98 12/31/97**
12/31/98 12/31/97** 12/31/98 12/31/97**
INCOME:
Dividends $ 0 $ 0 $ 27 $ 16,323
EXPENSES:
Mortality risk, expense 14,947 433 51,551 686
risk and adminis- trative
charges
Net investment income (loss) (14,947) (433) (51,524) 15,637
Realized gain (loss) on sale 29,945 (2,563) 177,519 438
of fund shares
Realized gain distributions 23,062 0 0 35,082
Unrealized appreciation 47,865 (18,401) 1,398,499 (23,330)
(depreciation)
Net increase (decrease) in 85,925 (21,397) 1,524,494 27,827
net assets from operations
Payments received from 484,124 115,879 1,671,169 210,484
contract owners
Transfers between sub- 1,166,837 743,684 7,114,821 1,229,535
accounts and the fixed
account, net
Transfers for contract (73,254) (383) (127,725) 0
benefits and terminations
Other transfers (to) from 1,695 (55) (162) 20
Fidelity Invest- ments Life
Insurance Co., net
Net increase (decrease) in 1,579,402 859,125 8,658,103 1,440,039
net assets from contract
transactions
Retained in (returned from) (72) 72 314 (316)
Variable Annuity
Account I, net
Total increase (decrease) in 1,665,255 837,800 10,182,911 1,467,550
net assets
Net assets at beginning of 837,800 0 1,467,550 0
year
Net assets at end of year $ 2,503,055 $ 837,800 $ 11,650,461 $ 1,467,550
</TABLE>
<TABLE>
<CAPTION>
<S> <C> <C>
SVIF - OPPORTUNITY FUND
II
12/31/98 12/31/97**
12/31/98 12/31/97**
INCOME:
Dividends $ 57,387 $ 2,789
EXPENSES:
Mortality risk, expense 143,590 1,349
risk and adminis- trative
charges
Net investment income (loss) (86,203) 1,440
Realized gain (loss) on sale 178,312 3,293
of fund shares
Realized gain distributions 1,317,403 0
Unrealized appreciation (453,869) 24,759
(depreciation)
Net increase (decrease) in 955,643 29,492
net assets from operations
Payments received from 4,790,463 316,468
contract owners
Transfers between sub- 18,417,464 2,666,657
accounts and the fixed
account, net
Transfers for contract (215,435) (73)
benefits and terminations
Other transfers (to) from (691) (524)
Fidelity Invest- ments Life
Insurance Co., net
Net increase (decrease) in 22,991,801 2,982,528
net assets from contract
transactions
Retained in (returned from) (331) 367
Variable Annuity
Account I, net
Total increase (decrease) in 23,947,113 3,012,387
net assets
Net assets at beginning of 3,012,387 0
year
Net assets at end of year $ 26,959,500 $ 3,012,387
</TABLE>
** FOR THE PERIOD NOVEMBER 24, 1997 (COMMENCEMENT OF OPERATIONS)
THROUGH DECEMBER 31, 1997.
<TABLE>
<CAPTION>
<S> <C> <C> <C> <C>
WPT - SMALL COMPANY WPT - INTERNATIONAL
GROWTH EQUITY
12/31/98 12/31/97** 12/31/98 12/31/97**
12/31/98 12/31/97** 12/31/98 12/31/97**
INCOME:
Dividends $ 0 $ 0 $ 23,172 $ 3,122
EXPENSES:
Mortality risk, expense 109,179 2,764 33,177 273
risk and adminis- trative
charges
Net investment income (loss) (109,179) (2,764) (10,005) 2,849
Realized gain (loss) on sale 365,092 (1) 131,244 (984)
of fund shares
Realized gain distributions 0 0 0 21,605
Unrealized appreciation (688,006) 151,262 (470,679) (28,390)
(depreciation)
Net increase (decrease) in (432,093) 148,497 (349,440) (4,920)
net assets from operations
Payments received from 3,184,739 547,503 691,255 37,724
contract owners
Transfers between sub- 9,937,370 5,700,629 3,128,429 522,333
accounts and the fixed
account, net
Transfers for contract (217,900) 0 (35,648) (93)
benefits and terminations
Other transfers (to) from 1,392 1,366 40,912 (23,099)
Fidelity Invest- ments Life
Insurance Co., net
Net increase (decrease) in 12,905,601 6,249,498 3,824,948 536,865
net assets from contract
transactions
Retained in (returned from) 832 (830) (25,097) 25,504
Variable Annuity
Account I, net
Total increase (decrease) in 12,474,340 6,397,165 3,450,411 557,449
net assets
Net assets at beginning of 6,397,165 0 557,449 0
year
Net assets at end of year $ 18,871,505 $ 6,397,165 $ 4,007,860 $ 557,449
</TABLE>
<TABLE>
<CAPTION>
<S> <C> <C> <C> <C>
WPT - POST-VENTURE TOTAL
CAPITAL
12/31/98 12/31/97** 12/31/98 12/31/97
12/31/98 12/31/97** 12/31/98 12/31/97
INCOME:
Dividends $ 0 $ 150 $ 148,545,952 $ 122,599,545
EXPENSES:
Mortality risk, expense 38,870 679 68,637,487 64,003,447
risk and adminis- trative
charges
Net investment income (loss) (38,870) (529) 79,908,465 58,596,098
Realized gain (loss) on sale 267,294 (323) 314,630,189 220,454,353
of fund shares
Realized gain distributions 0 0 447,963,689 261,085,925
Unrealized appreciation (324,010) 20,640 698,755,704 728,471,680
(depreciation)
Net increase (decrease) in (95,586) 19,788 1,541,258,047 1,268,608,056
net assets from operations
Payments received from 1,689,005 322,881 1,124,015,556 941,198,431
contract owners
Transfers between sub- 3,948,700 898,095 11,055,106 1,685,570
accounts and the fixed
account, net
Transfers for contract (40,972) (0) (381,403,163) (273,553,332)
benefits and terminations
Other transfers (to) from (2,575) (2) (1,415,552) (1,534,424)
Fidelity Invest- ments Life
Insurance Co., net
Net increase (decrease) in 5,594,158 1,220,974 752,251,947 667,796,245
net assets from contract
transactions
Retained in (returned from) (128) 125 (707,597) (23,945)
Variable Annuity
Account I, net
Total increase (decrease) in 5,498,444 1,240,887 2,292,802,397 1,936,380,356
net assets
Net assets at beginning of 1,240,887 0 7,519,557,726 5,583,177,370
year
Net assets at end of year $ 6,739,331 $ 1,240,887 $ 9,812,360,123 $ 7,519,557,726
</TABLE>
NOTES TO FINANCIAL STATEMENTS
For the years ended December 31, 1998 and 1997
FIDELITY INVESTMENTS VARIABLE ANNUITY ACCOUNT I
OF
FIDELITY INVESTMENTS LIFE INSURANCE COMPANY
1. ORGANIZATION
Fidelity Investments Variable Annuity Account I (the "Account"), a
unit investment trust registered under the Investment Company Act of
1940 as amended, was established by Fidelity Investments Life
Insurance Company (FILI) on July 22, 1987 and exists in accordance
with the regulations of the State of Utah Insurance Department. The
Account is a funding vehicle for individual Fidelity Retirement
Reserves and Fidelity Income Advantage variable annuity contracts.
FILI is a wholly-owned subsidiary of FMR Corp. Under applicable
insurance law, the assets and liabilities of the Account are clearly
identified and distinguished from the other assets and liabilities of
FILI. The Account cannot be charged with liabilities arising out of
any other business of FILI.
In 1997, FILI added eighteen new subaccounts to the Account: VIP III -
Balanced, VIP III - Growth & Income, VIP III - Growth Opportunities,
MSUF - Emerging Markets Equity, MSUF - Emerging Markets Debt, MSUF -
Global Equity, MSUF - International Magnum, PBHG - Growth II, PBHG -
Small Cap Value, PBHG - Large Cap Value, PBHG - Technology &
Communications, PBHG - Select 20, SVIF - Discovery Fund II, SVIF -
Growth Fund II, SVIF - Opportunity Fund II, WPT - Small Company
Growth, WPT - International Equity, WPT - Post-Venture Capital.
In addition to the Account, a contractholder may also allocate funds
to the Fixed Account, which is part of FILI's general account. Because
of exemptive and exclusionary provisions, interests in the Fixed
Account have not been registered under the Securities Act of 1933 and
FILI's general account has not been registered as an investment
company under the Investment Company Act of 1940.
2. SIGNIFICANT ACCOUNTING POLICIES
The following is a summary of significant accounting policies followed
consistently by the Account in preparation of the financial statements
in conformity with generally accepted accounting principles.
INVESTMENT VALUATION
Investments are made in the subaccounts and are valued at the reported
net asset values of such subaccounts.
ACCOUNTING FOR INVESTMENTS
Investment transactions are recorded on the trade date. Income from
dividends is recorded on the ex-dividend date. Realized gains and
losses on the sales of investments are computed on the basis of the
identified cost of the investment sold.
ANNUITY RESERVES
Annuity reserves are computed for contracts in the income stage
according to the 1983 Individual Annuitant Mortality Table. The
assumed investment return is 3.5% unless the annuitant elects
otherwise, in which case the rate may vary from 3.5% to 7%, as
regulated by the laws of the respective states. The mortality risk is
fully borne by FILI and may result in additional amounts being
transferred into the Account by FILI.
FEDERAL INCOME TAXES
The operations of the Account are included in the federal income tax
return of FILI, which is taxed as a life insurance company under the
provisions of the Internal Revenue Code ("the Code").
Under the current provisions of the Code, FILI does not expect to
incur federal income taxes on the earnings of the Account to the
extent the earnings are credited under the contracts. FILI incurs
federal income taxes on the difference between the financial statement
carrying value of reserves for contracts in the income stage and those
reserves held for federal income tax purposes. The tax effect of this
temporary difference is expected to be recovered by FILI. As such, no
charge is being made currently to the Account for federal income
taxes. FILI will review periodically the status of such decision based
on changes in the tax law. Such a charge may be made in future years
for any federal income taxes that would be attributable to the
contracts.
ESTIMATES
The preparation of the statement of assets and liabilities and the
statements of operations and changes in net assets in accordance with
generally accepted accounting principles requires management to make
estimates and assumptions that affect the related amounts and
disclosures in the financial statements. Actual results could differ
from those estimates.
RECLASSIFICATIONS
Certain prior year balances have been reclassified to conform with the
current year presentation.
3. EXPENSES
FILI deducts a daily charge from the net assets of the Account for
administrative expenses and for the assumption of mortality risk and
expense risk. Prior to November 1, 1997, the daily charge was
equivalent to an annual effective rate of 1% of net assets. On
November 1, 1997, FILI reduced the daily charge on the Retirement
Reserves contracts to an annual effective rate of 0.8% of net assets.
FILI also deducts an annual maintenance charge of $30 from the
Retirement Reserves contract value. The maintenance charge is waived
on certain contracts.
4. AFFILIATED COMPANY TRANSACTIONS
The contracts are distributed through Fidelity Brokerage Services,
Inc. (FBSI) and Fidelity Insurance Agency, Inc. (FIA), both of which
are affiliated with FMR Corp. FBSI and FIA are the distributors and
FBSI is the principal underwriter of the contracts. Fidelity
Management & Research Company, an affiliate of FMR Corp., acts as
investment advisor to the VIP, VIP II and VIP III portfolios. Fidelity
Investments Institutional Operations Company, Inc., an affiliate of
FMR Corp., is the transfer and shareholder servicing agent for the
VIP, VIP II and VIP III portfolios.
5. PURCHASES AND SALES OF INVESTMENTS
The following table shows aggregate cost of shares purchased and
proceeds from sales of each subaccount for the year ended December 31,
1998:
PURCHASES SALES
VIP - Money Market $ 657,253,698 $ 388,562,613
VIP - High Income 134,998,726 125,280,621
VIP - Equity-Income 120,554,037 274,328,788
VIP - Growth 229,070,123 96,492,436
VIP - Overseas 59,851,488 62,698,966
VIP II - Investment Grade Bond 180,694,171 45,604,413
VIP II - Asset Manager 114,939,939 90,119,577
VIP II - Index 500 245,811,554 108,651,025
VIP II - Asset Manager: Growth 51,345,748 61,295,059
VIP II - Contrafund 140,576,537 117,521,057
VIP III - Balanced 62,067,031 21,811,619
VIP III - Growth & Income 251,267,657 22,839,366
VIP III - Growth Opportunities 106,888,738 33,298,079
MSUF - Emerging Markets Equity 10,337,623 6,588,703
MSUF - Emerging Markets Debt 6,399,608 6,027,646
MSUF - Global Equity 20,819,189 4,984,920
MSUF - International Magnum 21,402,427 10,399,808
PBHG - Growth II 7,753,465 5,237,767
PBHG - Small Cap Value 44,260,707 13,958,543
PBHG - Large Cap Value 20,243,585 3,952,701
PBHG - Technology & 26,048,029 12,341,572
Communications
PBHG - Select 20 260,393,831 38,125,396
SVIF - Discovery Fund II 2,242,581 655,136
SVIF - Growth Fund II 11,944,270 3,337,377
SVIF - Opportunity Fund II 27,937,894 3,715,224
WPT - Small Company Growth 18,345,097 5,547,843
WPT - International Equity 11,333,444 7,543,598
WPT - Post-Venture Capital 8,740,244 3,185,084
6. UNIT VALUES
A summary of changes in accumulation units and ending unit and
contract values for variable annuity contracts at December 31, 1998
and 1997 are as follows:
<TABLE>
<CAPTION>
<S> <C> <C> <C> <C> <C> <C> <C>
BEGINNING PAYMENTS TRANSFERS CONTRACT UNITS ENDING DOLLARS
BALANCE RECEIVED BETWEEN TERMINATIONS BALANCE
FROM SUBACCOUNTS, UNIT
CONTRACT NET VALUE
OWNERS
JANUARY 1, 1998 TO DECEMBER
31, 1998
VIP - Money Market 28,256,730 53,473,071 (31,221,377) (8,172,462) 42,335,962 $ 16.72 $ 707,791,321
VIP - High Income 10,481,116 651,046 (1,222,100) (635,465) 9,274,597 $ 27.53 255,292,340
VIP - Equity-Income 40,838,032 680,307 (4,883,340) (2,007,973) 34,627,026 $ 43.62 1,510,417,235
VIP - Growth 23,048,124 503,652 247,746 (1,015,638) 22,783,884 $ 59.17 1,348,176,594
VIP - Overseas 10,512,524 249,861 (808,508) (415,974) 9,537,903 $ 26.31 250,931,855
VIP II - Investment Grade
Bond 5,524,907 601,825 6,493,163 (977,320) 11,642,575 $ 20.24 235,678,611
VIP II - Asset Manager 30,320,855 477,314 (1,046,747) (2,336,087) 27,415,335 $ 28.30 775,932,084
VIP II - Index 500 28,695,264 1,600,404 3,712,872 (1,925,404) 32,083,136 $ 31.60 1,013,959,556
VIP II - Asset Manager:
Growth 17,201,030 608,493 (2,402,390) (731,978) 14,675,155 $ 20.93 307,208,746
VIP II - Contrafund 57,789,065 1,791,259 (1,947,601) (2,205,978) 55,426,745 $ 26.40 1,463,251,419
VIP III - Balanced 4,649,810 524,844 2,527,177 (768,426) 6,933,405 $ 13.98 96,949,417
VIP III - Growth & Income 18,798,233 2,515,821 14,337,709 (2,665,442) 32,986,321 $ 16.29 537,510,714
VIP III - Growth
Opportunities 21,154,834 1,669,675 3,510,201 (1,087,554) 25,247,156 $ 15.62 394,273,082
MSUF - Emerging Markets
Equity 176,936 69,786 348,445 (9,039) 586,128 $ 7.56 4,432,182
MSUF - Emerging Markets Debt 270,613 37,746 (18,180) (9,275) 280,904 $ 7.44 2,090,788
MSUF - Global Equity 214,479 228,308 1,160,084 (98,472) 1,504,399 $ 11.54 17,359,758
MSUF - International Magnum 126,071 175,181 806,757 (109,594) 998,415 $ 10.65 10,636,111
PBHG - Growth II 198,868 83,110 167,957 (10,072) 439,863 $ 10.90 4,792,592
PBHG - Small Cap Value 760,923 539,438 2,325,754 (197,450) 3,428,665 $ 11.48 39,353,426
PBHG - Large Cap Value 71,061 134,930 1,218,750 (93,574) 1,331,167 $ 14.05 18,705,104
PBHG - Technology & 746,784 277,870 978,928 (74,549) 1,929,033 $ 12.94 24,965,791
Communications
PBHG - Select 20 551,473 1,714,311 15,088,136 (824,463) 16,529,457 $ 16.80 277,617,062
SVIF - Discovery Fund II 69,087 49,186 115,355 (18,508) 215,120 $ 10.31 2,218,812
SVIF - Growth Fund II 139,945 154,865 608,714 (70,633) 832,891 $ 13.08 10,898,297
SVIF - Opportunity Fund II 277,353 444,329 1,651,011 (153,655) 2,219,038 $ 11.43 25,359,470
WPT - Small Company Growth 596,845 317,788 1,001,041 (66,887) 1,848,787 $ 9.82 18,154,923
WPT - International Equity 54,981 62,350 268,596 (11,853) 374,074 $ 10.33 3,864,918
WPT - Post-Venture Capital 120,198 154,767 349,002 (35,839) 588,128 $ 10.83 6,371,227
$ 9,364,193,435
</TABLE>
6. UNIT VALUES - CONTINUED
<TABLE>
<CAPTION>
<S> <C> <C> <C> <C> <C> <C> <C>
BEGINNING PAYMENTS TRANSFERS CONTRACT UNITS ENDING DOLLARS
BALANCE RECEIVED BETWEEN TERMINATIONS BALANCE
FROM SUBACCOUNTS, UNIT
CONTRACT NET VALUE
OWNERS
JANUARY 1, 1997 TO DECEMBER
31, 1997
VIP - Money Market 33,393,564 35,765,040 (40,993,364) 91,490 28,256,730 $ 15.98 $ 451,543,983
VIP - High Income 9,856,952 586,582 661,363 (623,781) 10,481,116 $ 29.00 303,988,166
VIP - Equity-Income 43,073,117 1,075,044 (1,451,095) (1,859,034) 40,838,032 $ 39.39 1,608,658,423
VIP - Growth 26,772,269 709,036 (3,594,444) (838,737) 23,048,124 $ 42.76 985,593,562
VIP - Overseas 11,419,855 436,554 (983,144) (360,741) 10,512,524 $ 23.52 247,274,432
VIP II - Investment Grade
Bond 4,615,384 228,138 1,229,196 (547,811) 5,524,907 $ 18.75 103,579,135
VIP II - Asset Manager 33,062,627 530,613 (1,505,174) (1,767,211) 30,320,855 $ 24.80 751,916,385
VIP II - Index 500 18,160,844 2,122,452 9,533,877 (1,121,909) 28,695,264 $ 24.83 712,404,342
VIP II - Asset Manager:
Growth 12,261,937 1,205,712 4,500,037 (766,656) 17,201,030 $ 17.95 308,741,994
VIP II - Contrafund 53,010,249 2,983,188 3,494,055 (1,698,427) 57,789,065 $ 20.47 1,183,200,370
VIP III - Balanced * 606,056 4,630,639 (586,885) 4,649,810 $ 11.98 55,714,035
VIP III - Growth & Income * 2,622,603 17,602,327 (1,426,697) 18,798,233 $ 12.68 238,278,772
VIP III - Growth 3,852,029 18,523,967 (1,221,162) 21,154,834 $ 12.63 267,246,966
Opportunities *
MSUF - Emerging Markets 5,745 171,206 (15) 176,936 $ 10.05 1,778,822
Equity **
MSUF - Emerging Markets Debt 2,756 269,897 (2,040) 270,613 $ 10.48 2,834,996
**
MSUF - Global Equity ** 34,595 181,040 (1,156) 214,479 $ 10.25 2,198,667
MSUF - International Magnum ** 13,105 127,421 (14,455) 126,071 $ 9.86 1,242,464
PBHG - Growth II ** 11,237 205,656 (18,025) 198,868 $ 10.15 2,018,998
PBHG - Small Cap Value ** 59,114 730,068 (28,259) 760,923 $ 10.43 7,936,253
PBHG - Large Cap Value ** 5,653 68,352 (2,944) 71,061 $ 10.27 729,623
PBHG - Technology & 120,942 639,601 (13,759) 746,784 $ 9.87 7,369,743
Communications **
PBHG - Select 20 ** 23,751 554,810 (27,088) 551,473 $ 10.42 5,745,102
SVIF - Discovery Fund II ** 11,942 74,522 (17,377) 69,087 $ 9.69 669,714
SVIF - Growth Fund II ** 21,083 122,113 (3,251) 139,945 $ 10.25 1,434,554
SVIF - Opportunity Fund II ** 31,632 265,241 (19,520) 277,353 $ 10.15 2,814,079
WPT - Small Company Growth ** 55,431 572,410 (30,996) 596,845 $ 10.19 6,081,692
WPT - International Equity ** 3,884 53,678 (2,581) 54,981 $ 9.24 508,179
WPT - Post-Venture Capital ** 32,317 88,717 (836) 120,198 $ 10.25 1,232,198
$ 7,262,735,649
* FOR THE PERIOD JANUARY 27,
1997 (COMMENCEMENT OF
OPERATIONS) THROUGH DECEMBER
31, 1997.
** FOR THE PERIOD NOVEMBER
24, 1997 (COMMENCEMENT OF
OPERATIONS) THROUGH DECEMBER
31, 1997.
</TABLE>
REPORT OF INDEPENDENT ACCOUNTANTS
To the Contract Owners of Fidelity Investments Variable Annuity
Account I:
In our opinion, the accompanying statement of assets and liabilities
and the related statements of operations and changes in net assets
present fairly, in all material respects, the financial position of
Fidelity Investments Variable Annuity Account I (comprised of VIP -
Money Market, VIP - High Income, VIP - Equity-Income, VIP - Growth,
VIP - Overseas, VIP II - Investment Grade Bond, VIP II - Asset
Manager, VIP II - Index 500, VIP II - Asset Manager: Growth, VIP II -
Contrafund, VIP III - Balanced, VIP III - Growth & Income, VIP III -
Growth Opportunities, MSUF - Emerging Markets Equity, MSUF - Emerging
Markets Debt, MSUF - Global Equity, MSUF - International Magnum, PBHG
- - Growth II, PBHG - Small Cap Value, PBHG - Large Cap Value, PBHG -
Technology & Communications, PBHG - Select 20, SVIF - Discovery Fund
II, SVIF - Growth Fund II, SVIF - Opportunity Fund II, WPT - Small
Company Growth, WPT - International Equity and WPT - Post-Venture
Capital) of Fidelity Investments Life Insurance Company at December
31, 1998, and the results of its operations and the changes in its net
assets for each of the periods indicated therein, in conformity with
generally accepted accounting principles. These financial statements
are the responsibility of Fidelity Investments Life Insurance
Company's management; our responsibility is to express an opinion on
these financial statements based on our audits. We conducted our
audits of these statements in accordance with generally accepted
auditing standards which require that we plan and perform the audit to
obtain reasonable assurance about whether the financial statements are
free of material misstatement. An audit includes examining, on a test
basis, evidence supporting the amounts and disclosures in the
financial statements, assessing the accounting principles used and
significant estimates made by management, and evaluating the overall
financial statement presentation. We believe that our audits, which
included confirmation of investments at December 31, 1998 by
correspondence with the funds, provide a reasonable basis for the
opinion expressed above.
PricewaterhouseCoopers LLP
Boston, Massachusetts
January 25, 1999
PART C
OTHER INFORMATION
Item 24. Financial Statements and Exhibits
a) Financial Statements included in Part B
The following financial statements of Fidelity Investments Variable
Annuity Account I and of Fidelity Investments Life Insurance Company
are filed in Part B. (Note 1)
Statement of Assets and Liabilities for Fidelity Investments
Variable Annuity Account I as of December 31, 1998. (Note 1)
Statements of Operations and Changes in Net Assets for Fidelity
Investments Variable Annuity Account I for Years Ended December 31,
1998 and 1997. (Note 1)
Report of PricewaterhouseCoopers LLP on the Financial Statements of
Fidelity Investments Variable Annuity Account I. (Note 1)
Balance Sheets of Fidelity Investments Life Insurance Company as of
December 31, 1998 and 1997. (Note 1)
Consolidated Statements of Income for Fidelity Investments Life
Insurance Company for the Years Ended December 31, 1998, 1997 and
1996. (Note 1)
Consolidated Statements of Changes in Stockholder's Equity for
Fidelity Investments Life Insurance Company for the Years Ended
December 31, 1998, 1997 and 1996. (Note 1)
Consolidated Statements of Cash Flows for Fidelity Investments Life
Insurance Company for the Years Ended December 31, 1998, 1997 and
1996. (Note 1)
Report of PricewaterhouseCoopers L.L.P. on Financial Statements of
Fidelity Investments Life Insurance Company. (Note 1)
There are no financial statements included in Part A, other than
Accumulation Unit Values.
b) Exhibits
(1) Resolution of Board of Directors of Fidelity Investments Life
Insurance Company ("Fidelity Investments Life") establishing the
Fidelity Investments Variable Annuity Account I. (Note 1)
(2) Not Applicable.
(3) (a) Distribution Agreement between Fidelity Investments Life,
Fidelity Insurance Agency and Fidelity Brokerage Services, Inc. (Note
1)
(b) Commission Schedule. (Note 1)
(4) (a) Specimen Variable Annuity Contract. (Note 1)
(b) Specimen Variable Annuity Contract for Use with Sponsored
Arrangements.
(Note 1)
(c) Endorsement for Qualified Contracts. (Note 1)
(5) (a) Application for Variable Annuity Contract. (Note 1)
(b) Application for Variable Annuity Contract for Use
with Sponsored Arrangements. (Note 1)
(6) (i) Articles of Domestication of Fidelity Investments Life.
(Note 1)
(ii) Revised Bylaws of Fidelity Investments Life. (Note 1)
(7) Not Applicable.
(8) Not Applicable
(9) Opinion and consent of David J. Pearlman, as to the legality
of securities being issued.
(Note 6).
(10) Written consent of PricewaterhouseCoopers LLP (Note 6)
Written consent of Jorden Burt Boros Cicchetti Berenson & Johnson
LLP (Note 6)
(11) Not Applicable.
(12) Not Applicable.
(13) Performance Advertising Calculations (Note 1)
(14) (a) Form of Participation Agreement between Fidelity
Investments Life and Variable Insurance Products Fund. (Note 1)
(b) Form of Participation Agreement between Fidelity Investments
Life and Variable Insurance Products Fund II. (Note 1)
(c) Form of Participation Agreement between Fidelity Investments
Life and Variable Insurance Products Fund III. (Note 1)
(d) Form of Participation Agreement between Fidelity Investments
Life and Strong Variable Insurance Funds, Inc. on behalf of the
Portfolios, and Strong Opportunity Fund II, Inc., Strong Capital
Management, Inc. (the "Adviser"), (Note 3)
(e) Form of Participation Agreement between Fidelity Investments
Life and PBHG INSURANCE SERIES FUND, INC. ("FUND"), and PILGRIM
BAXTER & ASSOCIATES, LTD. ("ADVISER"). (Note 3)
(f) Form of Participation Agreement between Fidelity Investments
Life and MORGAN STANLEY UNIVERSAL FUNDS, INC. (the "Fund"), and MORGAN
STANLEY ASSET MANAGEMENT INC. and MILLER ANDERSON & SHERRERD, LLP (the
"Advisers"). (Note 4)
(g) Form of Participation Agreement between Fidelity Investments
Life and Warburg, Pincus Trust, (the "Fund"); Warburg, Pincus
Counsellors, Inc. (the "Adviser"); and Counsellors Securities Inc.
(Note 4)
(15) Powers of Attorney
Powers of Attorney (Note 2)
Power of Attorney for Stephen P. Jonas and David C. Weinstein (Note
5)
(Note 1) Incorporated by reference from Post-Effective Amendment No.
11 to this Registration Statement filed electronically on April 27,
1997.
(Note 2) Incorporated by reference from Post-Effective Amendment No.
10 to this Registration Statement filed on April 26, 1996.
(Note 3) Incorporated by reference from Post-Effective Amendment No.
12 to this Registration Statement filed electronically on August 29,
1997.
(Note 4) Incorporated by reference from Post-Effective Amendment No.
13 to this Registration Statement filed electronically on April 29,
1998.
(Note 5) Incorporated by reference from Post-Effective Amendment No.
15 to this Registration Statement filed on January 25, 1999.
(Note 6) Filed herein.
Item 25. Directors and Officers of the Depositor
The directors and officers of Fidelity Investments Life are as
follows:
Directors of Fidelity Investments Life
EDWARD C. JOHNSON 3d, Director
J. GARY BURKHEAD, Director
JAMES C. CURVEY, Director
JOHN J. REMONDI, Director
RODNEY R. ROHDA, Director and Chairman
STEPHEN P. JONAS, Director
DAVID C. WEINSTEIN, Director
Executive Officers Who Are Not Directors
Executive officers of Fidelity Investments Life who are not
directors are as follows:
JOSEPH L. KURTZER, JR., Treasurer
DAVID J. PEARLMAN, Vice President, Senior Legal Counsel and
Secretary
MELANIE CALZETTI-SPAHR, Executive Vice President, Operations
The principal business address of all persons listed in Item 25 is 82
Devonshire Street, Boston, Massachusetts 02109.
Item 26. Persons Controlled By or Under Common Control with the
Depositor or Registrant.
See Exhibit 26 of the original registration statement on Form N-4
filed August 17, 1991, Reg. No. 33-42376, on behalf of Empire Fidelity
Investments Variable Annuity Account A, which is incorporated herein
by reference.
Item 27. Number of Contract Owners.
On December 31, 1998, there were 7,489 Qualified Contracts and
105,462 Non-qualified Contracts.
Item 28. Indemnification
FMR Corp. and its subsidiaries own a directors' and officers'
liability reimbursement contract (the "Policy"), issued by National
Union Fire Insurance Company, that provides coverage for "Loss" (as
defined in the Policy) arising from any claim or claims by reason of
any breach of duty, neglect, error, misstatement, misleading
statement, omission or other act done or wrongfully attempted by a
person while he or she is acting in his or her capacity as a director
or officer. The coverage is provided to these insureds, including
Fidelity Investments Life, to the extent required or permitted
according to applicable law, common or statutory, or under their
respective charters or by-laws, to indemnify directors or officers for
Loss arising from the above-described matters. Coverage is also
provided to the individual directors or officers for such Loss, for
which they shall not be indemnified, subject to relevant contract
exclusions. Loss is essentially the legal liability on claims against
a director or officer, including damages, judgements, settlements,
costs, charges and expenses (excluding salaries of officers or
employees) incurred in the defense of actions, suits or proceedings
and appeals therefrom.
There are a number of exclusions from coverage. Among the matters
excluded are Losses arising as the result of (1) fines or penalties
imposed by law or other matters that may be deemed uninsurable under
the law pursuant to which the Policy is construed, (2) claims brought
about or contributed to by the fraudulent, dishonest, or criminal acts
of a director or officer, (3) any claim made against the directors or
officers for violation of any of the responsibilities, obligations, or
duties imposed upon fiduciaries by the Employee Retirement Income
Security Act of 1974 or amendments thereto, (4) professional errors or
omissions, and (5) claims for an accounting of profits in fact made
from the purchase or sale by a director or officer of any securities
of the insured corporations within the meaning of Section 16(b) of the
Securities Exchange Act of 1934 and amendments thereto or similar
provisions of any state statutory law.
The limit of coverage of the Policy is $10 million, as an annual
aggregate limit, with 95% co-insurance for the first $1 million of
coverage, and with a deductible of $500,000 in the event that Fidelity
Investments Life indemnifies the director or officer, or a deductible
of $5,000 per individual director or officer (with a maximum aggregate
per loss deductible of $25,000) if Fidelity Investments Life does not
indemnify the director or officer.
Utah law (Revised Business Corporation Act (sub-section)16-10a-901 et
seq.) provides, in substance, that a corporation may indemnify a
director, officer, employee or agent against liability if he acted in
good faith and in a manner he reasonably believed to be in, or not
opposed to, the best interest of the corporation, and, with respect to
any criminal action or proceeding, had no reasonable cause to believe
his conduct was unlawful.
The Text of Article XIV of Fidelity's By-Laws, which relates to
indemnification of the directors and officers, is as follows:
INDEMNIFICATION OF DIRECTORS, OFFICERS AND PERSONS
ADMINISTERING EMPLOYEE BENEFIT PLANS
Each officer or Director or former officer or Director of the
Corporation, and each person who shall, at the Corporation's request,
have served as an officer or director of another corporation or as
trustee, partner or officer of a trust, partnership or association,
and each person who shall, at the Corporation's request, have served
in any capacity with respect to any employee benefit plan, whether or
not then in office then serving with respect to such employee benefit
plan, and the heirs, executors, administrators, successors and assigns
of each of them, shall be indemnified by the Corporation against all
satisfaction of judgements, in compromise and or as fines or penalties
and fees and disbursement of counsel, imposed upon or reasonably
incurred by him or them in connection with or arising out of any
action, suit or proceeding, by reason of his being or having been such
officer, trustee, partner or director, or by reason of any alleged act
or omission by him in such capacity or in serving with respect to an
employee benefit plan, including the cost of reasonable settlements
(other than amounts paid to the Corporation itself) made with a view
to curtailment of costs of litigation.
The Corporation shall not, however, indemnify any such person, or his
heirs, executors, administrators, successors, or assigns, with respect
to any matter as to which his conduct shall be finally adjudged in any
such action, suit, or proceedings to constitute willful misconduct or
recklessness or to the extent that such matter relates to service with
respect to any employee benefit plan, to not be in the best interest
of the participants or beneficiaries of such employee benefit plan.
Such indemnification may include payment by the Corporation of
expenses incurred in defending any such action, suit, or proceeding in
advance of the final disposition thereof, upon receipt of an
undertaking by or on behalf of the person indemnified to repay such
payment if it shall ultimately be determined that he is not entitled
to be indemnified by the Corporation. Such undertaking may be
accepted by the corporation without reference to the financial ability
of such person to make repayment.
The foregoing rights of indemnification shall not be exclusive of
other rights to which any such director, officer, trustee, partner or
person serving with respect to an employee benefit plan may be
entitled as a matter of law. These indemnity provisions shall be
separable, and if any portion thereof shall be finally adjudged to be
invalid, such invalidity shall not affect any other portion which can
be given effect.
The Board of Directors may purchase and maintain insurance on behalf
of any persons who is or was a Director, officer, trustee, partner,
employee or other agent of the Corporation, or is or was serving at
the request of the Corporation as a director, officer, trustee,
partner, employee or other agent of another corporation, association,
trust or partnership, against any liability incurred by him in any
such, whether or not the Corporation would have the power to indemnify
him against such liability.
Insofar as indemnification for liability arising under the Securities
Act of 1933 may be permitted to directors, officers, and controlling
persons of the Registrant pursuant to the foregoing provisions, or
otherwise, the Registrant has been advised that in the opinion of the
Securities and Exchange Commission such indemnification is against
public policy as expressed in the Act and is, therefore,
unenforceable. In the event that a claim for indemnification against
such liabilities (other than the payment by the Registrant of expenses
incurred or paid by a director or officer, or controlling persons of
the Registrant in the successful defense of any action, suit, or
proceeding) is asserted by such director, officer, or controlling
person in connection with the securities being registered, the
Registrant will, unless in the opinion of its counsel the matter has
been settled by controlling precedent, submit to a court of
appropriate jurisdiction the question whether such indemnification by
its is against public policy as expressed in the Act and will be
governed by the final adjudication of such issue.
Item 29. Principal Underwriters.
(a) Fidelity Brokerage Services, Inc. acts as distributor for other
variable life and variable annuity contracts registered by separate
accounts of Fidelity Investments Life, Empire Fidelity Investments
Life Insurance Company, and PFL Life Insurance Company.
(b)
Name and Principal Positions and Offices with Underwriter
Business Address
Roger T. Servison Director
Robert P. Mazzarella Director and President
Rodney R. Rohda Director
Edward L. McCartney Executive Vice President
J. Peter Benzie Executive Vice President
Bruce MacAlpine Vice President
Kenneth Klipper Treasurer
Gary Greenstein Assistant Treasurer
Jeffrey R. Larsen Legal Counsel & Clerk
Linda Holland Compliance Officer
Richard Blades Compliance Registered Options Principal
Jay Freedman Assistant Clerk
Thomas G. McNichols Vice President, Operations
Lawrence G. Smith Vice President
(c) Commissions and other compensation received by principal
underwriter.
See Item 24 (b)(3)(b). No compensation was received by the principal
underwriter from the registrant or depositor during the registrant's
or depositor's last fiscal year.
The address for each person named in Item 29 is 82 Devonshire Street,
Boston, Massachusetts 02109.
Item 30. Location of Accounts and Records
The records regarding the Account required to be maintained by
Section 31(a) of the Investment Company Act of 1940, and Rules 31a-1
to 31a-3 promulgated thereunder, are maintained at Fidelity
Investments Life Insurance Company at 82 Devonshire Street, Boston,
Massachusetts 02109.
Item 31. Management Services
Not applicable
Item 32. Undertakings
(a) Registrant undertakes to file a post-effective amendment to this
Registration Statement as frequently as is necessary to ensure that
the audited financial statements in the Registration Statement are
never more than 16 months old for so long as payments under the
variable annuity contracts may be accepted.
(b) Registrant undertakes to include either (1) as part of any
application to purchase a contract offered by the prospectus, a space
that an applicant can check to request a Statement of Additional
Information, or (2) a postcard or similar written communication
affixed to or included in the prospectus that the applicant can remove
to send for a Statement of Additional Information.
(c) Registrant undertakes to deliver any Statement of Additional
Information and any financial statements required to be made available
under this Form promptly upon written or oral request.
(d) Registrant represents that it meets the definition of a "separate
account" under the federal securities laws.
(e) Fidelity Investment Life Insurance Company hereby represents that
the aggregate charges under the variable annuity policy ("the
contract") offered by Fidelity Investment Life Insurance Company are
reasonable in relation to services rendered, the expenses expected to
be incurred, and the risks assumed by Fidelity Investment Life
Insurance Company
SIGNATURES
As required by the Securities Act of 1933 and the Investment Company
Act of 1940, the Registrant, Fidelity Investments Variable Annuity
Account I, certifies that it meets the requirements of the Securities
Act Rule 485(b) for effectiveness of this Registration Statement and
has caused this Post-Effective Amendment No. 17 to the Registration
Statement to be signed on its behalf in the city of Boston and the
Commonwealth of Massachusetts, on this 15th day of April, 1999.
FIDELITY INVESTMENTS VARIABLE ANNUITY ACCOUNT I
(Registrant)
By: FIDELITY INVESTMENTS LIFE INSURANCE COMPANY
(Depositor)
By: /s/ Rodney R. Rohda Attest: /s/ David J. Pearlman
Rodney R. Rohda, President, David J. Pearlman,
Chairman, Secretary
Chief Operating Officer and
Chief Executive Officer
As required by the Securities Act of 1933, this Registration Statement
has been signed below by the following persons in the capacities
indicated on this 15th day of April, 1999.
<TABLE>
<CAPTION>
<S> <C> <C> <C>
Signature Title
/s/ Rodney R. Rohda President, Chairman and
Director
Rodney R. Rohda (Chief Executive Officer)
(Chief Operating Officer)
_________________ )
Joseph L. Kurtzer Jr. Treasurer )
___________________ )
Edward C. Johnson 3d Director )
_______________ )
J. Gary Burkhead Director ) By: /s/ David J. Pearlman
_______________ ) David J. Pearlman
James C. Curvey Director ) (Attorney-in-Fact)
______________ )
John J. Remondi Director )
________________ )
David C. Weinstein Director )
______________ )
Stephen P. Jonas Director )
</TABLE>
EXHIBIT INDEX
Exhibit
(9) Opinion and consent of David J. Pearlman,
as to the legality of securities being issued.
(10)(a) Written consent of PricewaterhouseCoopers LLP.
(10)(b) Written consent of Jorden Burt Boros Cicchetti Berenson &
Johnson LLP.
FIDELITY (LOGO) FMR Corp. 82 Devonshire
INVESTMENTS(registered Street Boston MA 02109-3614
trademark) 617 563 7000
April 15, 1999
Board of Directors
Fidelity Investments Life Insurance Company
82 Devonshire Street
Boston, MA 02109
Ladies and Gentlemen:
In my capacity as Associate General Counsel of FMR Corp., the parent
company of Fidelity Investments Life Insurance Company ("Fidelity
Life"), I have provided legal advice to Fidelity Life with respect to
the establishment of Fidelity Investments Variable Annuity Account I
(the "Account") pursuant to the laws of the Commonwealth of
Pennsylvania, and its continuance following the redomestication of
Fidelity Life under the applicable provisions of the laws of the State
of Utah. The Account was established by unanimous consent of the
Board of Directors of Fidelity Life on July 22, 1987 and its existence
continued without interruption following the redomestication of
Fidelity Life to Utah on November 10, 1992. The Account exists for
the investment of assets under certain variable annuity contracts (the
"Contracts") issued by Fidelity Life. I have participated in the
preparation and review of Post-Effective Amendment No. 17 to the
Registration Statement on Form N-4 for the registration of the
Contracts with the Securities and Exchange Commission under the
Securities Act of 1933, Reg. No. 33-24400, and the registration of the
Account under the Investment Company Act of 1940.
I am of the following opinion:
(1) Fidelity Life is duly organized and validly existing under the
laws of the State of Utah.
(2) The Account is duly organized and validly existing as a separate
account of Fidelity Life under the laws of the State of Utah.
(3) The portion of the assets to be held in the Account equal to the
reserve and other liabilities for variable benefits under the
Contracts is not chargeable with liabilities arising out of any other
business Fidelity Life may conduct.
(4) The Contracts, when issued as set forth in the Registration
Statement, will be legal and binding obligations of Fidelity Life in
accordance with their terms.
In arriving at the foregoing opinion, I have made such examination of
law and examined such records and other documents as I judged to be
necessary or appropriate.
I hereby consent to the filing of this opinion as an Exhibit to the
Registration Statement, and to the reference to my name under the
heading "Legal Matters" in the Statement of Additional Information.
Very truly yours,
/s/ David J. Pearlman
David J. Pearlman
April 12, 1999
Fidelity Investments Life Insurance Company
Fidelity Investments Variable Annuity Account I
82 Devonshire Street
Boston, Massachusetts 02109
Re: Registration No. 33-24400
Ladies and Gentlemen:
We hereby consent to the reference to our name under the caption
"Legal Matters" in the Statement of Additional Information contained
in Post-Effective Amendment No. 17 to the Registration Statement on
Form N-4 (File No. 33-24400) for Fidelity Investments Variable Annuity
Account I filed by the Account with the Securities and Exchange
Commission pursuant to the Securities Act of 1933.
Very truly yours,
JORDEN BURT BOROS CICCHETTI BERENSON & JOHNSON LLP
By: /s/ Michael Berenson
Michael Berenson
CONSENT OF INDEPENDENT ACCOUNTANTS
We hereby consent to the use in the Statement of Additional
Information constituting part of this Post-Effective Amendment No. 17
to the registration statement on Form N-4 of our reports dated January
25, 1999, relating to the consolidated financial statements of
Fidelity Investments Life Insurance Company and the financial
statements of Fidelity Investments Variable Annuity Account I, both of
which appear in such Statement of Additional Information. We also
consent to the reference to us under the heading "Independent
Accountants" in such Statement of Additional Information.
/s/ PRICEWATERHOUSECOOPERS LLP
PRICEWATERHOUSECOOPERS LLP
Boston, Massachusetts
April 13, 1999
<TABLE> <S> <C>
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<CIK> 0000821051
<NAME> Fidelity Investments Variable Annuity Account I
<SERIES>
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<NAME> Fidelity Investments Variable Annuity Account I
<MULTIPLIER> 1,000
<S>
<C>
<PERIOD-TYPE> year
<FISCAL-YEAR-END> dec-31-1998
<PERIOD-END> dec-31-1998
<INVESTMENTS-AT-COST> 7,487,401
<INVESTMENTS-AT-VALUE> 9,812,360
<RECEIVABLES> 0
<ASSETS-OTHER> 0
<OTHER-ITEMS-ASSETS> 0
<TOTAL-ASSETS> 9,812,360
<PAYABLE-FOR-SECURITIES> 0
<SENIOR-LONG-TERM-DEBT> 0
<OTHER-ITEMS-LIABILITIES> 0
<TOTAL-LIABILITIES> 0
<SENIOR-EQUITY> 0
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<NET-CHANGE-FROM-OPS> 1,541,259
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<DISTRIBUTIONS-OF-INCOME> 0
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<NUMBER-OF-SHARES-REDEEMED> 0
<SHARES-REINVESTED> 0
<NET-CHANGE-IN-ASSETS> 2,292,802
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<AVG-DEBT-PER-SHARE> 0